Form 4: Hillenbrand Director Daniel C. Hillenbrand Reports Acquisition of Restricted Stock Units
Insider Transaction Report
Director Daniel C. Hillenbrand of Hillenbrand, Inc. reported the acquisition of 268 Restricted Stock Units and updated his beneficial ownership of common stock and derivative securities.
Summary
- Daniel C. Hillenbrand, a Director of Hillenbrand, Inc. (HI), reported changes in his beneficial ownership.
- On June 30, 2025, Mr. Hillenbrand acquired a total of 268 Restricted Stock Units (RSUs) across multiple deferred stock awards dating from 2018 to 2025.
- Each RSU represents the contingent right to receive one share of the issuer's common stock and is entitled to dividend equivalent rights.
- Following these transactions, Mr. Hillenbrand directly owns 3,448 shares of Common Stock.
- Indirectly, he beneficially owns an additional 247,107 shares of Common Stock through various trusts and partnerships, including Anne Hillenbrand Singleton Trust (20,000 shares), John and Joan GC TR FBO (John, Rose and Olivia) (8,631 shares), John and Joan CRT IMA (28,248 shares), Hillenbrand II TR FBO (John, Rose and Olivia) (48,611 shares), Clear Water Capital Partners, LP (135,863 shares), and John and Joan GC TR FBO (Eleanor and Sarah) (5,754 shares).
- The total beneficial ownership of Common Stock, including direct and indirect holdings, is 250,555 shares.
- Additionally, Mr. Hillenbrand beneficially owns a total of 24,513 Restricted Stock Units.
- RSUs granted prior to May 2014 vest immediately upon grant, but the underlying shares must be held for six months after ceasing directorship.
- RSUs granted in May 2014 or later vest on the earlier of the next annual meeting of shareholders or one year from the grant date, with delivery upon specific events like a change in control, death, disability, or one day after ceasing directorship.
Sentiment
Score: 7
Explanation: The sentiment is positive as a director is acquiring equity (RSUs), which aligns their interests with shareholders and indicates confidence in the company. There are no negative transactions (sales) reported.
Positives
- The acquisition of Restricted Stock Units by a director aligns their interests with shareholders, indicating confidence in the company's future performance.
- The director's significant beneficial ownership, totaling 250,555 shares of common stock and 24,513 Restricted Stock Units, demonstrates a substantial vested interest in the company's success.
- The structure of RSU vesting, particularly the requirement to hold shares after ceasing directorship for certain awards, promotes long-term alignment.
Risks
- The value of the Restricted Stock Units and common stock holdings is subject to market fluctuations and the overall performance of Hillenbrand, Inc.
- Future changes in company performance or market conditions could impact the value of these holdings.
Future Outlook
No specific forward-looking statements or guidance are provided in this insider transaction report.
Industry Context
This Form 4 filing is specific to an individual director's equity holdings and does not provide information on broader industry trends or competitive landscape.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Equity Compensation Policy | Restricted Stock Units are entitled to dividend equivalent rights. Awards granted prior to May 2014 require directors to hold underlying shares for six months after ceasing directorship. Awards granted in May 2014 or later vest on the earlier of the next annual meeting or one year from grant, with delivery upon specific events (change in control, death, disability, or one day after ceasing directorship). | N/A | These policies aim to align director interests with long-term shareholder value and ensure retention of equity post-service for a period. |
Related Party Transactions
- Daniel C. Hillenbrand's indirect beneficial ownership includes shares held through various family trusts and a partnership (Clear Water Capital Partners, LP), which are considered related party holdings.
Stakeholder Impact
- Shareholders: The acquisition of RSUs by a director can be viewed positively as it signals management's continued commitment and alignment with shareholder interests, potentially boosting investor confidence.
Next Steps
- The vesting of Restricted Stock Units will occur on the earlier of the issuer's next annual meeting of shareholders or one year from the grant date for awards granted in May 2014 or later.
- Delivery of shares underlying RSUs will occur upon a change in control, the director's death or permanent and total disability, or one day after the director ceases to be a director of the issuer.
Key Dates
| Date | Description |
|---|---|
| 2018-05-10 | Grant date for a Restricted Stock Unit award. |
| 2019-02-14 | Grant date for a Restricted Stock Unit award. |
| 2020-02-13 | Grant date for a Restricted Stock Unit award. |
| 2021-02-11 | Grant date for a Restricted Stock Unit award. |
| 2022-02-10 | Grant date for a Restricted Stock Unit award. |
| 2023-02-24 | Grant date for a Restricted Stock Unit award. |
| 2024-02-20 | Grant date for a Restricted Stock Unit award. |
| 2025-02-18 | Grant date for a Restricted Stock Unit award. |
| 2025-06-30 | Transaction date for the acquisition of Restricted Stock Units. |
| 2025-07-02 | Date the Form 4 was signed by the attorney-in-fact for Daniel C. Hillenbrand. |
Recommendation
holdKeywords
Hillenbrand Inc., HI, SEC Form 4, Insider Trading, Director Holdings, Restricted Stock Units, RSU, Beneficial Ownership, Equity Compensation, Daniel C. Hillenbrand
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