Insider Trading February 26, 2026

Itron SVP Sells 385 Shares to Meet Tax Withholding on RSU Vesting

Small insider sale coincides with strong Q4 results, analyst upgrades and a larger-than-planned convertible note offering

By Jordan Park ITRI
Itron SVP Sells 385 Shares to Meet Tax Withholding on RSU Vesting
ITRI

Itron Inc. Senior Vice President, Device Solutions, Patrick Justin K., sold 385 shares of Itron common stock on February 24, 2026, to satisfy tax-withholding obligations tied to a restricted stock unit vesting. The trade, valued at $36,503, leaves him with 33,131 shares. The transaction comes as Itron reports better-than-expected fourth-quarter results, receives analyst upgrades, and expands a convertible-note offering to $700 million with an option for an additional $105 million.

Key Points

  • Itron SVP Patrick Justin K. sold 385 shares on Feb. 24, 2026 at $94.8147 per share to cover tax withholding tied to RSU vesting, totaling $36,503; he now directly owns 33,131 shares.
  • Itron posted Q4 2025 EPS of $2.46 versus the $2.19 consensus and revenue of $572 million against expected $561.48 million, prompting analyst upgrades and target increases.
  • The company increased a private offering of convertible senior notes due 2032 to $700 million from $600 million, with an option for purchasers to buy an additional $105 million; InvestingPro analysis indicates the stock may be undervalued and the P/E is 14.8.

Patrick Justin K., Senior Vice President for Device Solutions at Itron Inc. (NASDAQ: ITRI), executed a sale of 385 shares of the company's common stock on February 24, 2026, a Form 4 filing with the Securities and Exchange Commission shows. The shares were sold at a per-share price of $94.8147 for a total transaction value of $36,503. The filing indicates the sale was made to cover tax withholding obligations arising from the vesting of a restricted stock unit award. After the disposition, Patrick Justin K. directly holds 33,131 shares of Itron.


The insider transaction coincides with a broader set of company developments. Itron's trailing price-to-earnings ratio sits at 14.8, a level that InvestingPro's analysis characterizes as low relative to the company's near-term earnings growth potential. InvestingPro's Fair Value analysis suggests the stock may be undervalued at current market levels, and the platform notes that subscribers can access additional ProTips and financial metrics for deeper context.

From an operating and market perspective, Itron reported fourth-quarter 2025 results that surpassed analyst expectations. The company posted earnings per share of $2.46, outpacing the consensus forecast of $2.19. Revenue for the quarter totaled $572 million, above the anticipated $561.48 million. These better-than-expected financials prompted at least two notable analyst reactions: Oppenheimer raised its price target on Itron shares to $133 while maintaining an Outperform rating, and Baird upgraded Itron's rating to Outperform from Neutral, citing opportunities in utility grid modernization.

At the same time, Itron priced a private offering of convertible senior notes due 2032 with a principal amount of $700 million, an increase from an initially planned $600 million. The offering also includes an option for the initial purchasers to acquire an additional $105 million in notes. The expanded size of the offering was disclosed alongside the company updates.


Taken together, the insider sale and the company announcements present a mix of signals: a routine tax-driven disposition by an executive, a set of quarterly results that topped forecasts, analyst endorsements tied to strategic opportunities in grid technology, and a larger convertible debt issuance than first proposed. The SEC Form 4 filing supplies the specific transaction details, while the financial results and capital-markets actions were disclosed in corporate reporting and related analyst commentary.

For investors and market observers, the precise motivations behind corporate financing choices and analyst adjustments are documented in the filings and reports cited; the insider sale itself was executed expressly to meet tax withholding obligations from RSU vesting.

Risks

  • Convertible note offering size was increased to $700 million from $600 million and carries an additional $105 million initial purchaser option, which introduces potential financing and dilution considerations for equity investors - impacts capital markets and investor returns.
  • Valuation assessments differ; while InvestingPro's Fair Value analysis suggests undervaluation, such model-based conclusions are subject to change and may not align with market sentiment - impacts investor decision-making and equity valuation.
  • Analyst upgrades and price-target revisions reflect bullish views on utility grid modernization opportunities, but execution risk remains for strategic initiatives cited by analysts - impacts utility and grid-technology sectors.

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