Bhargava Monica 4

What Happened

• Monica Bhargava, President of the Pottery Barn brand at Williams‑Sonoma (WSM), had restricted stock units (RSUs) convert to common shares in late March 2026. A total of 61,175 RSUs were converted to shares (exercise/conversion), and 31,129 of those shares were withheld/disposed to cover tax withholding obligations at $178.42 per share, producing proceeds of approximately $5,554,036. The net shares delivered to her after withholding were about 30,046 shares.
• These were not open‑market sales for investment purposes but tax‑withholding dispositions tied to RSU vesting (Form 4 codes: M = exercise/conversion of derivative; F = payment of exercise price or tax liability).

Key Details

• Transaction dates: RSU grants recorded 2026-03-20; conversions/exercises 2026-03-21 and 2026-03-22; Form 4 filed 2026-03-24.
• Prices and amounts: 31,129 shares withheld at $178.42 each → proceeds ≈ $5,554,036.
• Net shares retained from the vesting event: 61,175 converted − 31,129 withheld = 30,046 shares.
• Footnotes: RSUs represent a right to one share (F3); many awards were performance‑based grants from 2023 whose performance and service conditions were satisfied (F4, F6). Withheld shares reflect tax withholding upon vesting (F1). Some RSUs had multi‑year vesting schedules (F7–F9); vested units are cancelled upon delivery of shares (F5).
• Filing timeliness: Form filed 2026-03-24 covering transactions 2026-03-20–03-22; the filing does not indicate a tardy filing flag.

Context

• This was essentially a vesting/settlement of RSUs with a cashless component to cover taxes, not an independent open‑market sale. For retail investors, such tax‑withholding dispositions are routine and do not necessarily signal a buying or selling stance by the insider.
• For derivative transactions: "exercised/converted" here means RSUs became common shares; the company withheld shares to satisfy tax obligations rather than Bhargava selling shares on the open market.