MESSMER HAROLD M JR 4

What Happened Harold M. Messmer Jr., Chairman and Director of Robert Half Inc. (RHI), received performance-share awards that vested on March 23, 2026. The filing shows two awards totaling 44,968 shares (44,319 + 649) granted at $0.00 (award). To satisfy tax withholding, 5,896 of the shares were disposed at $24.82 per share, totaling $146,339.

Key Details

• Transaction date: March 23, 2026. Form 4 filed March 25, 2026 (timely within the required reporting window).
• Awards: 44,319 shares and 649 shares granted (Code A) at $0.00 — total 44,968 shares.
• Withholding/disposition: 5,896 shares disposed (Code F) at $24.82 per share; proceeds reported $146,339 (tax withholding).
• Footnotes: F1 — additional shares resulted from certification of a performance condition for performance shares originally granted March 20, 2023, and vested March 23, 2026. F2 — grants made under the company Stock Incentive Plan.
• Shares owned after the transaction: not reported in this Form 4.

Context These transactions reflect the vesting and issuance of performance-based restricted stock (an award), not an open-market purchase or sale intended as a market-timing trade. The disposal of 5,896 shares was a tax-withholding action to cover the tax liability from the vested award — a common administrative step that reduces the net shares received. The filing appears timely; no 10b5-1 plan or late filing is indicated.