Form 4: Verisk Analytics CEO Lee Shavel Boosts Stake with Performance Stock Unit Vesting

Verisk Analytics, Inc. CEO and Director Lee Shavel increased his beneficial ownership of company common stock by 22,689 shares following the vesting of performance stock units.

Summary

• On June 5, 2025, Verisk Analytics, Inc. (VRSK) Chief Executive Officer and Director Lee Shavel acquired a total of 44,711 shares of common stock through the settlement of performance stock units (PSUs).
• These PSUs were granted on May 25, 2022, under the Issuer's 2021 Equity Incentive Plan, vesting based on the achievement of specific performance conditions, including Total Shareholder Return (TSR) and Return on Invested Capital (ROIC), and satisfaction of service conditions.
• Concurrently, Mr. Shavel disposed of 22,022 shares of common stock at a price of $313.77 per share to cover tax liabilities associated with the PSU vesting.
• Following these transactions, Mr. Shavel's direct beneficial ownership of Verisk Analytics common stock increased to 82,907 shares.
• The total value of shares acquired through PSU vesting, based on the tax withholding price, is approximately $14,024,000.47 (44,711 shares * $313.77/share).
• The total value of shares withheld for tax liability is approximately $6,912,000.14 (22,022 shares * $313.77/share).

Sentiment

Score: 8

Explanation: The vesting of a significant number of performance stock units for the CEO indicates the company successfully met its performance targets, including Total Shareholder Return (TSR) and Return on Invested Capital (ROIC). This demonstrates strong operational and financial performance, aligning management incentives with shareholder value creation. The net increase in the CEO's beneficial ownership further reinforces confidence in the company's future.

Positives

• The vesting of performance stock units indicates that Verisk Analytics successfully met its pre-defined performance targets, including Total Shareholder Return (TSR) and Return on Invested Capital (ROIC), demonstrating strong company performance.
• The net increase of 22,689 shares in the CEO's beneficial ownership aligns management's interests more closely with those of shareholders, signaling confidence in the company's future prospects.

Negatives

• A significant number of shares (22,022) were disposed of to cover tax liabilities, which, while standard practice, represents a reduction in the direct equity stake that would otherwise have been retained.

Future Outlook

This Form 4 filing does not contain forward-looking statements or guidance regarding the company's future performance or outlook.

Industry Context

This insider transaction reflects the standard process of executive compensation through performance-based equity awards. The successful vesting of these units suggests that Verisk Analytics' performance metrics, such as TSR and ROIC, were competitive within its industry during the performance period.

Comparison to Industry Standards

• The use of performance stock units tied to metrics like Total Shareholder Return (TSR) and Return on Invested Capital (ROIC) is a common and widely accepted practice in executive compensation across various industries, including data analytics and risk assessment.
• Companies like S&P Global (SPGI) and Moody's Corporation (MCO), which operate in related information services sectors, also frequently utilize performance-based equity awards to align executive incentives with long-term shareholder value creation.
• The withholding of shares for tax purposes upon vesting is a standard and expected procedure for equity compensation, consistent with practices observed in peer companies.

Stakeholder Impact

• Shareholders: The vesting of performance-based equity awards for the CEO indicates that the company has met its performance objectives, which is generally positive for shareholder value. The increased ownership by the CEO also aligns his interests with those of shareholders.
• Employees: While not directly impacted by this specific filing, the successful achievement of company performance targets that led to PSU vesting can contribute to overall company morale and potentially future employee incentive programs.
• Management: The CEO's compensation is directly tied to company performance, reinforcing accountability and incentivizing continued strong results.

Key Dates

Keywords

Verisk Analytics, VRSK, Form 4, Insider Transaction, Lee Shavel, CEO, Performance Stock Units, PSU Vesting, Equity Incentive Plan, Stock Ownership, Corporate Governance, Executive Compensation