Insider Trading February 26, 2026

Itron CEO Sells $168k in Stock to Cover RSU Taxes as Company Posts Strong Q4

Deitrich Thomas liquidates 1,772 shares; company posts earnings beat and lines up $700M convertible note offering amid analyst upgrades

By Avery Klein ITRI
Itron CEO Sells $168k in Stock to Cover RSU Taxes as Company Posts Strong Q4
ITRI

Itron President and CEO Deitrich Thomas sold 1,772 shares on February 24, 2026, for $94.8147 per share, generating $168,011 to satisfy tax withholding tied to a restricted stock unit vesting. The filing shows Thomas now directly holds 370,301 shares and indirectly holds 25,000 more through a trust. The transaction comes after Itron reported fourth-quarter 2025 results that topped estimates and announced a $700 million convertible senior note offering due 2032, with analysts responding by raising ratings and price targets.

Key Points

  • Itron CEO Deitrich Thomas sold 1,772 shares on February 24, 2026 at $94.8147 per share to meet tax withholding tied to RSU vesting, reducing his direct holdings to 370,301 shares and maintaining an indirect 25,000-share position via trust.
  • Itron beat fourth-quarter 2025 expectations with EPS of $2.46 versus $2.19 expected and revenue of $572 million versus $561.48 million expected; analysts responded with upgrades and a higher price target.
  • The company announced a private offering of $700 million in convertible senior notes due 2032, up from an original $600 million plan, with an additional $105 million option for initial purchasers.

Itron, Inc. reported a small insider sale by its top executive and released financial and capital markets updates that attracted analyst attention.


Insider transaction details

According to a Form 4 filing with the Securities and Exchange Commission, President and Chief Executive Officer Deitrich Thomas sold 1,772 shares of Itron common stock on February 24, 2026. The shares were disposed of at a per-share price of $94.8147, producing proceeds of $168,011. The filing states the sale was made to cover tax withholding obligations connected to the vesting of a restricted stock unit award. After the sale, Thomas’ direct ownership in the company stands at 370,301 shares. The filing also shows he indirectly owns 25,000 shares through a trust.

At the time of the report, Itron stock traded at $96.08 and the company carried a market capitalization of $4.32 billion.


Recent financial results

Itron’s fourth-quarter 2025 results exceeded analysts’ forecasts. The company posted earnings per share of $2.46 versus an expected $2.19, and reported revenue of $572 million compared with an anticipated $561.48 million. These outperformance figures formed the backdrop for subsequent analyst commentary and rating actions.


Analyst responses and outlook signals

Following the quarterly release, Oppenheimer raised its price target on Itron to $133 while maintaining an Outperform rating, citing the company’s strong results and margin progress. Baird moved to upgrade Itron’s rating to Outperform from Neutral, pointing to what it described as a multi-year opportunity in utility grid modernization.


Capital markets activity

Itron announced a private offering of $700 million in convertible senior notes due 2032, an increase from an initially planned $600 million. The offering includes an option for initial purchasers to acquire an additional $105 million in notes.


Valuation note

According to InvestingPro analysis cited in the filing, Itron appears undervalued on a price-to-earnings basis, trading at a P/E ratio of 14.84 relative to near-term earnings growth. The same source referenced additional ProTips and Pro Research Reports available for investors seeking deeper analysis.


What the filing shows and what remains unchanged

  • Thomas’ open-market sale was explicitly to meet tax withholding related to RSU vesting.
  • Direct and indirect ownership post-transaction are reported as 370,301 shares and 25,000 shares (indirect), respectively.
  • Company fundamentals for Q4 2025 showed an earnings and revenue beat versus the stated estimates.

These items collectively paint a picture of an insider liquidity event tied to compensation tax obligations occurring alongside positive operational results and active capital-raising and analyst coverage.

Risks

  • Convertible note offering - the $700 million convertible senior note offering (with an additional $105 million option) represents a capital markets event that could affect the company’s capital structure and investor perception; this impacts debt and equity markets.
  • Insider sales tied to RSU vesting - while the filing states the sale was to cover tax withholding, insider transactions can create short-term attention and scrutiny in the equity markets.
  • Reliance on analyst sentiment - upgrades and price-target increases from firms such as Oppenheimer and Baird reflect positive analyst views but are not guarantees of future stock performance; market reaction may vary.

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