Joan S. Hooper, who serves as Senior Vice President and Chief Financial Officer at Itron Inc., sold 15,293 shares of the company's common stock on February 19, 2026, at a per-share price of $99.5385. The sale produced proceeds of $1,522,242 and was executed to cover tax withholding obligations related to the vesting of a performance-based restricted stock unit award. After the disposition, Hooper is recorded as directly owning 124,196 shares of Itron.
The company's shares trade at a price-to-earnings ratio of 14.95, while published analyst targets range from $128 to $150. A subscription research platform's analysis flags the shares as appearing undervalued at current levels, and that same platform assigns Itron a Financial Health Score of "GREAT," with a Pro Research Report available for subscribers seeking deeper analysis.
Separately, Itron disclosed plans to launch a private offering of $600 million in convertible senior notes maturing in 2032, with an option for the initial purchasers to acquire up to an additional $90 million in notes. Key terms of the offering - including the interest rate and the initial conversion rate - will be determined at pricing.
Itron's latest quarterly results for the fourth quarter of fiscal 2025 topped consensus expectations. Reported earnings per share were $2.46 versus a forecast of $2.19, while revenue came in at $572 million compared with an anticipated $561.48 million. The stronger-than-expected performance prompted broker-dealers to adjust their outlooks: Oppenheimer raised its price target to $133 while maintaining an Outperform rating, and Baird upgraded the stock from Neutral to Outperform and set a new target of $128. Baird cited Itron's opportunities in utility grid modernization as a factor in its upgrade.
Taken together, the insider sale, the debt offering announcement, and the quarterly beat reflect a company actively managing executive compensation tax obligations, capital structure, and investor sentiment in the wake of recent operational results. The convertible notes move signals an intent to tap the debt markets while preserving potential equity conversion optionality, with precise financing costs and conversion terms to be disclosed at pricing.
Key context and takeaways
- Insider transaction: CFO Joan S. Hooper sold 15,293 shares on February 19, 2026 at $99.5385 per share, realizing $1,522,242 to meet tax withholding related to vested performance-based RSUs; Hooper retains direct ownership of 124,196 shares.
- Capital markets activity: Itron intends to offer $600 million in convertible senior notes due 2032, with an initial purchaser option for an extra $90 million; interest rate and conversion rate will be set at pricing.
- Financial performance and analyst response: Q4 2025 results beat estimates with EPS of $2.46 (vs. $2.19 expected) and revenue of $572 million (vs. $561.48 million expected), prompting Oppenheimer and Baird to raise targets and ratings.
Additional details
The sale by Hooper was explicitly tied to tax withholding obligations arising from the vesting of performance-based restricted stock units; the reporting indicates the purpose of the disposition rather than a broader trading signal. The company-level metrics cited include a P/E of 14.95 and analyst price target range of $128 to $150. Independent subscription research lists the stock as appearing undervalued and assigns a Financial Health Score of "GREAT," with further proprietary analysis available through a Pro Research Report.
On the financing front, the private offering of convertible senior notes carries a maturity in 2032 and includes an overallotment-like option for up to $90 million more in principal. The finalized economics of that issuance - including interest and conversion mechanics - remain to be set at pricing.
What this means for markets and sectors
- The disclosure combines corporate governance activity (insider sale tied to RSU taxes) with capital markets maneuvers (convertible notes), both of which are material to equity and fixed-income investors focused on the industrials and utilities-adjacent technology segments.
- Analyst upgrades following better-than-expected results underscore investor interest in Itron's position in utility grid modernization, an area cited by at least one firm as a driver for its upgraded stance.