Form 4: Hillenbrand Director Updates Equity Holdings
Statement of Changes in Beneficial Ownership
Hillenbrand, Inc. Director Helen W. Cornell reports updated beneficial ownership of common stock and deferred Restricted Stock Units.
Summary
- Helen W. Cornell, a Director of Hillenbrand, Inc. (HI), has reported changes in her beneficial ownership of company securities.
- Indirectly, Ms. Cornell beneficially owns 11,691 shares of Common Stock through the Helen W. Cornell 2020 Irrevocable Trust.
- Additionally, she indirectly owns 1,500 shares of Common Stock through the Helen W. Cornell Rev. Trust.
- The filing details the acquisition of 397 Restricted Stock Units (RSUs) across various deferred stock awards, with a transaction date of December 31, 2025.
- Each RSU represents the contingent right to receive one share of Hillenbrand's common stock and is entitled to dividend equivalent rights.
- Following these reported transactions, Ms. Cornell beneficially owns a total of 61,096 Restricted Stock Units.
- Vesting conditions for RSUs vary: awards granted prior to May 2014 vested immediately upon grant but require a six-month holding period after ceasing director service, while awards granted in May 2014 or later require a one-day holding period after ceasing service.
- RSUs granted from February 11, 2021, onwards vest on the earlier of the next annual meeting or one year from the grant date, with share delivery upon a change in control, director's death or permanent disability, or one day after the director ceases service.
Sentiment
Score: 5
Explanation: Neutral. A Form 4 is a routine disclosure of insider holdings and does not typically convey positive or negative sentiment regarding company performance or prospects.
Positives
- The director's continued acquisition and beneficial ownership of company equity, including Restricted Stock Units, aligns her interests with those of shareholders.
Future Outlook
This filing does not contain any forward-looking statements or guidance regarding the company's future outlook.
Industry Context
This Form 4 filing is a routine disclosure of insider trading activity and does not provide information relevant to broader industry trends or competitive analysis.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Compensation Policy Detail | For Restricted Stock Unit awards granted prior to May 2014, directors must hold the underlying shares of common stock for six months after they cease serving as a director. For awards granted in May 2014 or later, directors must hold the underlying shares for one day after ceasing service. | May 2014 | This change reduces the post-service holding period for common stock underlying RSU awards, potentially offering greater liquidity to directors upon their departure from the board. |
| Vesting Conditions for RSUs | Restricted Stock Units granted from February 11, 2021, onwards vest on the earlier of the issuer's next annual meeting of shareholders or one year from the date of grant. Delivery of shares will occur upon a change in control of the issuer, the director's death or permanent and total disability, or one day after the director ceases to be a director of the issuer. | February 11, 2021 | Provides clear and specific triggers for the vesting and delivery of shares for more recent RSU awards, aligning with common corporate compensation practices and providing certainty to directors. |
Related Party Transactions
- Indirect beneficial ownership of 11,691 shares of Common Stock through the Helen W. Cornell 2020 Irrevocable Trust.
- Indirect beneficial ownership of 1,500 shares of Common Stock through the Helen W. Cornell Rev. Trust.
Stakeholder Impact
- Shareholders: The director's continued equity ownership, including through Restricted Stock Units, generally aligns management and board interests with those of the company's shareholders.
Key Dates
| Date | Description |
|---|---|
| 2/22/2012 | Grant date for a Deferred Stock Award (RSUs) |
| 2/27/2013 | Grant date for a Deferred Stock Award (RSUs) |
| 2/26/2014 | Grant date for a Deferred Stock Award (RSUs) |
| 2/25/2015 | Grant date for a Deferred Stock Award (RSUs) |
| 2/24/2016 | Grant date for a Deferred Stock Award (RSUs) |
| 2/22/2017 | Grant date for a Deferred Stock Award (RSUs) |
| 2/15/2018 | Grant date for a Deferred Stock Award (RSUs) |
| 2/14/2019 | Grant date for a Deferred Stock Award (RSUs) |
| 2/13/2020 | Grant date for a Deferred Stock Award (RSUs) |
| 2/11/2021 | Grant date for a Deferred Stock Award (RSUs) |
| 2/10/2022 | Grant date for a Deferred Stock Award (RSUs) |
| 2/24/2023 | Grant date for a Deferred Stock Award (RSUs) |
| 2/20/2024 | Grant date for a Deferred Stock Award (RSUs) |
| 2/18/2025 | Grant date for a Deferred Stock Award (RSUs) |
| 12/31/2025 | Transaction Date for the reported acquisition of Restricted Stock Units |
| 01/05/2026 | Signature Date of the reporting person's attorney-in-fact |
Keywords
Hillenbrand, HI, Form 4, Insider Ownership, Beneficial Ownership, Director, Restricted Stock Units, Equity Compensation
Disclaimer:The information provided here is for general informational purposes only and does not constitute financial advice, recommendation, or endorsement of any kind. It may contain errors or omissions. You should not rely on this information to make financial decisions. Always seek the advice of a qualified financial professional before making any investment or financial decisions. Use of this information is at your own risk.