Form 4: Ingersoll Rand Officer Reports Future RSU Vesting

Ingersoll Rand's SVP, Michael A. Weatherred, filed a Form 4 detailing future vesting of restricted stock units and associated tax withholdings for February 2026.

Summary

• Michael A. Weatherred, Senior Vice President, Precision and Science Technologies (PST) Segment, Demand Generation and Execution at Ingersoll Rand Inc. (IR), filed a Form 4.
• The filing reports pre-planned transactions under a Rule 10b5-1(c) plan, scheduled for February 2026.
• On February 22, 2026, 1,001 restricted stock units (RSUs) granted on February 22, 2022, are scheduled to vest and convert into common stock.
• Concurrently, 296 shares of common stock, valued at $95.6 per share, are scheduled to be withheld to cover taxes related to the RSU vesting on February 22, 2026.
• On February 23, 2026, 1,079 restricted stock units (RSUs) granted on February 23, 2023, are scheduled to vest and convert into common stock.
• Additionally, 478 shares of common stock, valued at $93.94 per share, are scheduled to be withheld to cover taxes applicable to the RSU vesting on February 23, 2026.
• Following these transactions, Michael A. Weatherred's direct beneficial ownership of common stock is expected to be 66,474.852 shares.
• An additional 1,080 derivative securities (Restricted Stock Units) are expected to remain beneficially owned after the reported transactions.

Sentiment

Score: 6

Explanation: StockSavvy.ai views this as a moderately positive event. While routine, the vesting of RSUs for a key executive indicates continued alignment of interests and retention, which is generally favorable. The tax-related sales are standard and not indicative of negative sentiment.

Positives

• The vesting of restricted stock units indicates continued equity compensation for a key executive, aligning management interests with shareholder value.
• The transactions are pre-planned under a Rule 10b5-1(c) plan, demonstrating a structured approach to equity management and reducing concerns about opportunistic insider trading.

Negatives

• A total of 774 shares (296 + 478) are scheduled to be disposed of to cover tax obligations, which slightly reduces the executive's direct shareholding.

Future Outlook

The filing details future, pre-planned equity transactions for a senior executive, specifically the vesting of restricted stock units in February 2026. This indicates the ongoing execution of the company's long-term incentive compensation plan.

Industry Context

StockSavvy.ai notes that routine Form 4 filings, such as this one detailing RSU vesting and tax-related share disposals, are common across all industries for publicly traded companies. They reflect standard executive compensation practices and the mechanics of equity incentive plans. These types of filings typically do not provide direct insights into broader industry trends but confirm the ongoing operation of corporate governance and compensation structures.

Comparison to Industry Standards

• The use of restricted stock units (RSUs) as a component of executive compensation is a standard practice across most large-cap industrial companies, including peers like Xylem Inc. (XYL) or Dover Corporation (DOV).
• The mechanism of withholding shares to cover tax obligations upon RSU vesting is also a widely adopted and efficient method for managing executive equity compensation, consistent with practices observed at companies globally.
• The reporting of these transactions under a Rule 10b5-1 plan aligns with best practices for insider trading compliance, similar to how executives at companies like General Electric (GE) or Honeywell (HON) manage their equity holdings.

Stakeholder Impact

• Shareholders: The vesting of RSUs for a senior executive reinforces management's long-term commitment and alignment with shareholder interests, potentially fostering confidence.
• Employees: This filing highlights the company's ongoing use of equity compensation, which can be a positive signal for employee retention and motivation, particularly for those participating in similar plans.

Next Steps

• The reported transactions are scheduled to occur on February 22, 2026, and February 23, 2026, at which point the RSUs will convert to common stock and shares will be withheld for taxes.

Key Dates

Recommendation

This Form 4 filing details routine, pre-planned equity compensation events for a senior executive. It does not contain new material information regarding the company's operational performance, financial health, or strategic direction that would warrant a change in investment recommendation. The transactions are expected and reflect standard executive compensation practices, thus a 'hold' recommendation is appropriate as it provides no new catalyst for significant price movement.

Keywords

Ingersoll Rand, IR, Form 4, Insider Transaction, Restricted Stock Units, RSU Vesting, Equity Compensation, Rule 10b5-1, Executive Compensation, Michael A. Weatherred