NICE Ltd. (NICE) CEO has 2,051 shares withheld for taxes

Filing Impact

(High)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

NICE Ltd. Chief Executive Officer Russell Scott Edward reported a tax-withholding disposition of 2,051 Ordinary Shares at $110.26 per share. This was not an open-market sale but shares withheld to satisfy tax obligations. After this transaction, he directly holds 63,938 Ordinary Shares. This holding includes 30,250 restricted stock units and 15,125 performance stock units, each representing a contingent right to receive one Ordinary Share as they vest under their award terms.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Russell Scott Edward

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Tax Withholding	Ordinary Shares	2,051	$110.26	$226K

Holdings After Transaction: Ordinary Shares — 63,938 shares (Direct)

Footnotes (1)

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Key Figures

Tax-withheld shares: 2,051 shares Tax-withholding price: $110.26 per share Shares held after transaction: 63,938 shares +2 more

5 metrics

Tax-withheld shares 2,051 shares Ordinary Shares delivered for tax liability on 2026-04-01

Tax-withholding price $110.26 per share Value used for 2,051-share tax-withholding disposition

Shares held after transaction 63,938 shares Direct Ordinary Share holdings following tax withholding

Restricted stock units 30,250 RSUs Each RSU represents a contingent right to one Ordinary Share

Performance stock units 15,125 PSUs Each PSU represents a contingent right to one Ordinary Share

Key Terms

restricted stock units ("RSUs"), performance stock units ("PSUs"), tax-withholding disposition, contingent right to receive one Ordinary Share

4 terms

restricted stock units ("RSUs") financial

"Includes (i) 30,250 restricted stock units ("RSUs"), which vest in accordance with the terms of the applicable awards"

Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.

performance stock units ("PSUs") financial

"and (ii) 15,125 performance stock units ("PSUs"), which vest in accordance with the terms of the applicable awards"

tax-withholding disposition financial

"transaction_action: "tax-withholding disposition""

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

Form 4 Insider Transactions: What Each Field Means →

04/02/2026 - 10:38 AM

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^*

Russell Scott Edward

(Last)

(First)

(Middle)

221 RIVER STREET

(Street)

HOBOKEN

NEW JERSEY

07030

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
NICE Ltd. [ NICE ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Executive Officer

2a. Foreign Trading Symbol
[NICE.TA]

3. Date of Earliest Transaction (Month/Day/Year)
04/01/2026

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

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

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

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Ordinary Shares	04/01/2026		F		2,051	D	$110.26	63,938⁽¹⁾	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Includes (i) 30,250 restricted stock units ("RSUs"), which vest in accordance with the terms of the applicable awards; and (ii) 15,125 performance stock units ("PSUs"), which vest in accordance with the terms of the applicable awards. Each RSU and PSU represents a contingent right to receive one Ordinary Share.

	/s/ Alon Levy, Attorney-in-Fact for Scott Edward Russell	04/02/2026
	** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did NICE (NICE) CEO Russell Scott Edward report?

NICE CEO Russell Scott Edward reported a tax-withholding disposition of 2,051 Ordinary Shares. The shares were withheld at $110.26 each to cover tax liabilities, rather than being sold in the open market, and are classified as a non-derivative transaction.

Was the NICE (NICE) CEO’s Form 4 transaction an open-market sale?

No, the transaction was not an open-market sale. It was a tax-withholding disposition, where 2,051 Ordinary Shares were delivered to satisfy tax obligations associated with equity awards, as indicated by transaction code F and the description provided.

How many NICE (NICE) shares does the CEO hold after this transaction?

After the tax-withholding disposition, the CEO directly holds 63,938 Ordinary Shares. This figure includes granted equity awards such as restricted stock units and performance stock units that convert into Ordinary Shares as vesting conditions are met under their respective award terms.

What equity awards are included in the NICE (NICE) CEO’s reported holdings?

The CEO’s holdings include 30,250 restricted stock units and 15,125 performance stock units. Each RSU and PSU represents a contingent right to receive one Ordinary Share, vesting in accordance with the terms of the applicable equity award agreements.

What does transaction code F on the NICE (NICE) Form 4 indicate?

Transaction code F indicates payment of an exercise price or tax liability by delivering securities. In this case, 2,051 Ordinary Shares were used to satisfy tax obligations related to equity compensation, rather than being bought or sold in an open-market transaction.