XRX.NASDAQXerox Holdings CORP

Form 4: Xerox CEO's Stock Vesting and Tax Withholding

Sentiment:

Insider Transaction Report

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Xerox CEO Steven John Bandrowczak reported the vesting of Restricted Stock Units and subsequent acquisition and tax-related disposition of common stock.

Summary

  • Steven John Bandrowczak, CEO of Xerox Holdings Corporation, reported transactions on March 11, 2026.
  • 275,734 Restricted Stock Units (RSUs) from a May 21, 2025 grant vested, converting into an equal number of common shares.
  • Of these, 110,343 common shares were disposed of at $1.75 per share to cover tax obligations.
  • An additional 112,614 RSUs from a March 11, 2024 grant also vested, converting into common shares.
  • From this second vesting, 35,294 common shares were disposed of at $1.75 per share for taxes.
  • Following these transactions, Bandrowczak beneficially owns 741,852 shares of common stock directly.
  • He also beneficially owns 776,815 unvested RSUs from the May 21, 2025 grant and 664,201 unvested RSUs from the March 11, 2024 grant.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral event, reflecting routine executive compensation vesting and tax-related share dispositions, with no direct positive or negative implications for the company's operational or financial performance.

Positives

  • CEO Steven John Bandrowczak's equity compensation is vesting, indicating continued alignment with shareholder interests.
  • The vesting events resulted in the acquisition of 388,348 common shares (275,734 + 112,614) by the CEO.

Negatives

  • A total of 145,637 common shares (110,343 + 35,294) were disposed of to cover tax liabilities associated with the RSU vesting.

Future Outlook

The remaining 551,552 Restricted Stock Units from the May 21, 2025 grant are scheduled to vest equally over the eight quarters following March 11, 2026. The remaining 225,264 Restricted Stock Units from the March 11, 2024 grant are scheduled to vest in two further installments on the second and third anniversaries of the grant date.

Industry Context

StockSavvy.ai notes this Form 4 filing details routine equity compensation vesting for a senior executive. Such transactions are common across publicly traded companies as part of executive incentive plans and do not typically reflect a change in strategic direction or operational performance.

Stakeholder Impact

  • Shareholders: The CEO's continued accumulation of common stock (post-tax) aligns his interests with shareholders, though the tax-related sales represent a minor dilution.
  • Employees: No direct impact.
  • Customers: No direct impact.
  • Suppliers: No direct impact.
  • Creditors: No direct impact.

Next Steps

  • Further vesting of 551,552 Restricted Stock Units from the May 21, 2025 grant over the next eight quarters.
  • Further vesting of 225,264 Restricted Stock Units from the March 11, 2024 grant on the second and third anniversaries of the grant date.

Key Dates

DateDescription
2024-03-11Grant date for 337,878 Restricted Stock Units to Steven John Bandrowczak, vesting in three installments (33%, 33%, 34%) on the first, second, and third anniversaries.
2025-05-21Grant date for 827,286 Restricted Stock Units to Steven John Bandrowczak, vesting in nine installments with one-third (33.33%) on March 11, 2026, and the remainder equally over the following eight quarters.
2026-03-11Date of RSU vesting and common stock transactions for Steven John Bandrowczak.
2026-03-13Signature date of the Form 4 filing.

Recommendation

hold

This Form 4 filing details routine, pre-scheduled equity compensation vesting and tax-related share dispositions by the CEO. It does not provide new information regarding the company's financial performance, strategic direction, or operational outlook that would warrant a change in investment recommendation. Investors should consider this a standard disclosure.

Keywords

Xerox Holdings Corporation, XRX, Steven John Bandrowczak, Form 4, Insider Transaction, Restricted Stock Units, RSU Vesting, Common Stock, Equity Compensation, CEO

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