Itron (ITRI) SVP Donald Reeves reports automatic 544-share tax sale

Rhea-AI Filing Summary

Itron, Inc. senior vice president Donald L. Reeves III reported an automatic sale of 544 shares of common stock. The shares were sold in an open-market transaction at an average price of $94.8147 per share on February 24, 2026, to cover tax withholding obligations tied to the vesting of a restricted stock unit award. After this sale, he directly holds 30,470 shares of Itron common stock.

Insider Trade Summary

Net Seller: 544 shares ($51,579)

Net Sell 1 txn

Insider Reeves Donald L. III

Role SVP, Outcomes

Sold 544 shs ($52K)

Type	Security	Shares	Price	Value
Sale	Common Stock	544	$94.8147	$52K

Holdings After Transaction: Common Stock — 30,470 shares (Direct)

Footnotes (1)

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Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Reeves Donald L. III

(Last) (First) (Middle)

2111 N. MOLTER ROAD

(Street)

LIBERTY LAKE WA 99019

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ITRON, INC. [ ITRI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP, Outcomes

3. Date of Earliest Transaction (Month/Day/Year)
02/24/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/24/2026		S		544(1)	D	$94.8147	30,470	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents shares automatically sold to cover tax withholding obligations associated with the vesting of a restricted stock unit award.

	/s/ Christopher E. Ware, attorney-in-fact	02/26/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did Itron (ITRI) report for Donald L. Reeves III?

Itron reported that Donald L. Reeves III sold 544 shares of common stock. The sale was an automatic transaction to cover tax withholding obligations related to a vesting restricted stock unit award, rather than a discretionary open-market sale for investment purposes.

At what price were the Itron (ITRI) shares sold by Donald L. Reeves III?

The 544 Itron shares were sold at an average price of $94.8147 per share. This price reflects the execution level for the automatic sale used to satisfy tax withholding obligations associated with the vesting of a restricted stock unit award.

How many Itron (ITRI) shares does Donald L. Reeves III own after this Form 4 transaction?

After the reported transaction, Donald L. Reeves III directly owns 30,470 shares of Itron common stock. This figure reflects his direct holdings immediately following the automatic sale of 544 shares executed to cover tax withholding obligations.

Was the Itron (ITRI) insider sale by Donald L. Reeves III discretionary?

The sale was not discretionary; it was automatic to cover tax withholding obligations. According to the filing footnote, the 544 shares were sold in connection with the vesting of a restricted stock unit award, specifically to satisfy required tax withholding.

What role does Donald L. Reeves III hold at Itron (ITRI) in this Form 4 filing?

Donald L. Reeves III is identified as an officer of Itron with the title “SVP, Outcomes.” This means he is a senior vice president, and the reported Form 4 transaction reflects changes in his directly held Itron common stock related to equity compensation.