Form 4: Hillenbrand CEO Kimberly Ryan Reports Stock Transactions

Sentiment:

Insider Transaction Report


Hillenbrand, Inc. President and CEO Kimberly K. Ryan reported the vesting of performance-based Restricted Stock Units and the acquisition and disposition of common stock.

Summary

  • Kimberly K. Ryan, President & CEO of Hillenbrand, Inc., reported transactions involving the company's common stock and Restricted Stock Units (RSUs).
  • On December 5, 2025, Ryan acquired 16,700 shares of common stock at $31.82 per share, resulting from the vesting of performance-based RSUs.
  • Concurrently, on December 5, 2025, Ryan disposed of 4,965 shares of common stock at $31.82 per share, likely for tax withholding purposes related to the RSU vesting.
  • Following these transactions, Ryan directly beneficially owns 185,738.745 shares of common stock.
  • On December 4, 2025, Ryan was granted 182,389 Restricted Stock Units (Deferred Stock Award).
  • These RSUs represent the contingent right to receive one share of common stock each and are entitled to dividend equivalent rights.
  • The newly granted RSUs are scheduled to vest in three equal installments: one-third on December 4, 2026, one-third on December 4, 2027, and one-third on December 4, 2028.
  • All reported transactions were made pursuant to a Rule 10b5-1(c) plan.

Sentiment

Score: 7

Explanation: The filing indicates the vesting of performance-based restricted stock units and the grant of new RSUs, which are positive signs of executive compensation and alignment with long-term company performance. The sale of shares is a routine event for tax withholding.

Positives

  • Acquisition of 16,700 shares of common stock by the President & CEO, indicating continued equity ownership.
  • Vesting of performance-based Restricted Stock Units, suggesting achievement of performance targets.
  • Grant of 182,389 new Restricted Stock Units, aligning management's interests with long-term shareholder value.

Negatives

  • Disposition of 4,965 shares of common stock, likely for tax withholding, which reduces direct share ownership.

Stakeholder Impact

  • Shareholders: The vesting and grant of RSUs align the President & CEO's interests with long-term shareholder value. The disposition for tax purposes is a standard event.

Next Steps

  • Vesting of one-third of the 182,389 Restricted Stock Units on December 4, 2026.
  • Vesting of one-third of the 182,389 Restricted Stock Units on December 4, 2027.
  • Vesting of one-third of the 182,389 Restricted Stock Units on December 4, 2028.

Key Dates

DateDescription
12/04/2025Earliest transaction date; date of acquisition of 182,389 Restricted Stock Units (Deferred Stock Award).
12/05/2025Date of common stock acquisition (16,700 shares) upon RSU vesting and disposition (4,965 shares) for tax withholding.
12/08/2025Signature date of the filing by Allison A. Westfall, Attorney-in-Fact for Kimberly K. Ryan.
12/04/2026First vesting date for one-third of the 182,389 Restricted Stock Units.
12/04/2027Second vesting date for one-third of the 182,389 Restricted Stock Units.
12/04/2028Third vesting date for one-third of the 182,389 Restricted Stock Units.

Recommendation

hold

This Form 4 filing details routine insider transactions related to executive compensation, specifically the vesting of performance-based restricted stock units and the grant of new units, along with a corresponding tax-related sale. These transactions are part of a pre-arranged 10b5-1 plan and do not indicate a change in the company's fundamental performance or the insider's long-term view. Therefore, it provides no new information that would warrant a change in investment recommendation.

Keywords

Hillenbrand, HI, Kimberly K. Ryan, SEC Form 4, Insider Trading, Stock Transaction, Restricted Stock Units, RSU Vesting, Common Stock, Corporate Officer, Equity Compensation, 10b5-1 Plan

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