Form 4: Varex Imaging Exec's Stock Activity
Insider Transaction Report
Varex Imaging Corp's SVP and GM, Mark S. Jonaitis, reported significant stock transactions including RSU vesting, share acquisitions, and tax-related dispositions.
Summary
- Mark S. Jonaitis, SVP and GM, X-Ray Sources at Varex Imaging Corp, reported changes in his beneficial ownership.
- On December 10, 2025, Jonaitis acquired 4,664 shares of common stock through the vesting of Restricted Stock Units (RSUs) granted on December 10, 2021.
- On the same date, he acquired an additional 7,935 shares of common stock from the vesting of RSUs granted on December 10, 2023.
- A total of 5,526 shares were disposed of at $11.7 per share to satisfy tax withholding obligations related to the RSU vesting.
- Jonaitis's direct beneficial ownership of common stock after these transactions is 77,341 shares.
- This total includes 2,100 shares purchased under the Varex Imaging Corporation 2017 Employee Stock Purchase Plan since his last Form 4 filing.
- He also received a new grant of 26,041 Restricted Stock Units on December 10, 2025.
Sentiment
Score: 7
Explanation: The filing indicates routine executive compensation activity, including significant RSU vesting and a new grant, which generally reflects positively on executive retention and alignment with company performance, despite a tax-related share disposition.
Positives
- Acquisition of 12,599 shares (4,664 + 7,935) through RSU vesting indicates long-term incentive plan execution.
- A new grant of 26,041 Restricted Stock Units demonstrates continued alignment of executive incentives with company performance.
- The executive's beneficial ownership of common stock increased by 7,073 shares (12,599 acquired 5,526 disposed for tax) on the transaction date.
Negatives
- A disposition of 5,526 shares at $11.7 was made to cover tax obligations, which is a common practice but reduces direct shareholding.
Future Outlook
The filing details future vesting schedules for Restricted Stock Units, with 50% of the 12/10/2023 grant scheduled to vest on December 10, 2027, and the new 12/10/2025 grant scheduled to vest 50% on December 10, 2027, and 50% on December 10, 2029.
Industry Context
This Form 4 filing reflects routine executive compensation practices, specifically the vesting and granting of Restricted Stock Units, common across publicly traded companies in the medical imaging and technology sectors to align executive interests with shareholder value.
Comparison to Industry Standards
- The use of Restricted Stock Units (RSUs) as a significant component of executive compensation, with multi-year vesting schedules, is a standard practice in the technology and medical device industries, similar to companies like Siemens Healthineers, GE HealthCare, or Canon Medical Systems, which also utilize equity-based incentives to retain talent and motivate long-term performance.
- The tax withholding for vested shares is also a standard procedure.
Stakeholder Impact
- Shareholders: The increase in executive beneficial ownership (net of tax sales) and new RSU grants align management's interests with shareholder value over the long term.
- Employees: The mention of the Employee Stock Purchase Plan (ESPP) indicates a broader program for employee share ownership.
Next Steps
- Remaining 50% of RSUs granted on December 10, 2023, are scheduled to vest on December 10, 2027.
- 50% of RSUs granted on December 10, 2025, are scheduled to vest on December 10, 2027.
- Remaining 50% of RSUs granted on December 10, 2025, are scheduled to vest on December 10, 2029.
Key Dates
| Date | Description |
|---|---|
| 12/10/2021 | Grant date for 4,664 Restricted Stock Units, vesting 50% on 12/10/2023 and 50% on 12/10/2025. |
| 12/10/2023 | Grant date for 7,935 Restricted Stock Units, vesting 50% on 12/10/2025 and 50% on 12/10/2027. Also, 50% vesting date for RSUs granted on 12/10/2021. |
| 12/10/2025 | Transaction date for RSU vesting, share acquisitions, tax withholding, and new RSU grant. Also, 50% vesting date for RSUs granted on 12/10/2021 and 12/10/2023. Grant date for 26,041 Restricted Stock Units. |
| 12/12/2025 | Filing date of the Form 4. |
| 12/10/2027 | Scheduled 50% vesting date for RSUs granted on 12/10/2023 and 12/10/2025. |
| 12/10/2029 | Scheduled 50% vesting date for RSUs granted on 12/10/2025. |
Recommendation
holdThis Form 4 filing details routine executive compensation activities, including RSU vesting and a new grant, along with tax-related share dispositions. It does not present new information that would fundamentally alter the investment thesis for Varex Imaging Corp, thus a 'hold' recommendation is appropriate based solely on this filing.
Keywords
Varex Imaging Corp, VREX, Form 4, Insider Trading, Stock Ownership, Restricted Stock Units, RSU Vesting, Executive Compensation, Mark S. Jonaitis, Employee Stock Purchase Plan
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