Form 4: Urgent.ly Officer Sells Shares for Tax Obligations

Urgent.ly Inc.'s Principal Accounting Officer, Andrea Makkai, reported the disposition of 121 common shares to cover tax liabilities related to RSU vesting.

Summary

• Andrea Makkai, Principal Accounting Officer of Urgent.ly Inc. (ULY), reported a transaction involving company common stock.
• On February 20, 2026, 121 shares of common stock were disposed of.
• The disposition satisfied tax withholding obligations related to the vesting of restricted stock units (RSUs).
• The shares were valued at $2.02 per share for this transaction.
• Following this transaction, Andrea Makkai beneficially owns 11,933 shares of Urgent.ly Inc. common stock.
• The transaction was made pursuant to a contract, instruction, or written plan for the purchase or sale of equity securities of the issuer, intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral event, as it is a routine tax-related transaction for RSU vesting and does not reflect a discretionary sale or significant change in company fundamentals.

Positives

• The transaction represents a routine disposition of shares to cover tax liabilities associated with the vesting of restricted stock units, indicating the fulfillment of equity compensation.
• The transaction was executed under a Rule 10b5-1 plan, suggesting a pre-arranged, non-discretionary sale.

Negatives

• A minor reduction in the direct beneficial ownership of common stock by a key officer.

Risks

• No specific new risks are introduced by this routine insider transaction.

Future Outlook

No forward-looking statements or guidance are provided.

Industry Context

StockSavvy.ai notes that Form 4 filings are routine disclosures for insider transactions and typically do not reflect strategic shifts or operational performance. This specific filing relates to tax withholding, a common occurrence when restricted stock units vest, and is not indicative of a change in the company's core business or competitive landscape.

Comparison to Industry Standards

• This is a standard insider transaction for tax purposes, common across all industries for executives receiving equity compensation. It does not provide data for direct comparison to specific company projects or results.

Related Party Transactions

• The disposition of shares by Principal Accounting Officer Andrea Makkai to Urgent.ly Inc. for tax withholding purposes related to RSU vesting constitutes a routine related-party transaction.

Stakeholder Impact

• Shareholders: Minimal direct impact as it's a small, non-discretionary transaction.
• Employees: Reflects standard equity compensation practices for executives.

Key Dates

Recommendation

This Form 4 filing details a routine, non-discretionary sale of a small number of shares by an officer to cover tax obligations related to RSU vesting. It does not provide any new information regarding the company's operational performance, financial health, or strategic direction that would warrant a change in investment recommendation. Therefore, a 'hold' recommendation is appropriate as the filing itself does not present a catalyst for buying or selling.

Keywords

Urgent.ly Inc., ULY, Form 4, Insider Trading, Stock Sale, Tax Withholding, RSU Vesting, Andrea Makkai, Principal Accounting Officer, Beneficial Ownership, Rule 10b5-1