Form 4: Enpro Director Accrues Phantom Stock Dividends

Enpro Inc. Director Thomas M. Botts reported the accrual of dividend equivalent rights on phantom stock awards, increasing his beneficial ownership.

Summary

• Director Thomas M. Botts of Enpro Inc. (NPO) reported changes in his beneficial ownership of company securities.
• The transactions involved the accrual of dividend equivalent rights on previously granted phantom stock awards.
• On December 17, 2025, 22 phantom stock units were acquired through dividend equivalent rights under the Amended and Restated 2002 Equity Compensation Plan.
• On the same date, an additional 4.4827 phantom stock units were acquired through dividend equivalent rights under the Deferred Compensation Plan for Non-Employee Directors.
• Each phantom stock unit is convertible on a 1-for-1 basis into Common Stock, with a reported price of $205.19 per unit.
• Following these transactions, Botts' total beneficial ownership of phantom stock increased to 17,897.6267 units.

Sentiment

Score: 6

Explanation: This is a routine insider transaction (accrual of dividend equivalents) indicating continued participation in company performance, generally neutral to slightly positive for investor confidence in management alignment.

Positives

• Director Thomas M. Botts increased his beneficial ownership of phantom stock, aligning his interests further with shareholders.
• The accrual of dividend equivalent rights reflects the ongoing benefits from previously granted phantom stock awards and deferred compensation plans.

Future Outlook

Vesting and payout of the phantom stock units occur on the earliest of death, disability, or the vesting and payout of the underlying award to which the dividend equivalents relate.

Industry Context

This report details a routine insider transaction related to director compensation, which is specific to Enpro Inc. and does not directly reflect broader industry trends.

Related Party Transactions

• The transactions involve the accrual of compensation (dividend equivalent rights on phantom stock) to a director, which is a standard related party transaction within the scope of established compensation plans.

Stakeholder Impact

• Shareholders: Minor positive signal of the director's continued alignment with shareholder interests through increased beneficial ownership. No direct impact on share price from this routine accrual.

Next Steps

• Vesting and payout of the phantom stock units will occur upon the earliest of death, disability, or the vesting and payout of the underlying award.

Key Dates

Recommendation

This Form 4 reports a routine accrual of dividend equivalent rights for a director, which is an expected part of compensation plans and does not provide new information to warrant a change in investment recommendation. It indicates continued alignment of the director's interests with the company's performance.

Keywords

Enpro Inc., NPO, Form 4, insider transaction, phantom stock, dividend equivalent rights, director compensation, beneficial ownership