Form 4: Ralliant CEO's Phantom Share Accrual
Statement of Changes in Beneficial Ownership (Form 4)
Ralliant Corp's President and CEO, Tamara S. Newcombe, reported an accrual of 11.4 notional dividend shares in the Executive Deferred Incentive Program.
Summary
- Tamara S. Newcombe, President and CEO of Ralliant Corp, reported a transaction involving derivative securities on December 23, 2025.
- The transaction involved the accrual of 11.4 notional dividend shares in the Executive Deferred Incentive Program (EDIP) Stock Fund.
- These notional shares were based on the closing price of Ralliant's common stock, which was $51.6 on the transaction date.
- Following this transaction, Ms. Newcombe beneficially owns 11,752.1 derivative securities in the EDIP Stock Fund.
- The notional shares settle in shares of Ralliant's common stock on a one-to-one basis upon vesting.
Sentiment
Score: 6
Explanation: The filing reports a routine executive compensation event, specifically the accrual of notional dividend shares, which is a neutral to slightly positive indicator as it aligns executive interests with long-term shareholder value. There are no negative implications or significant new developments.
Positives
- The accrual of notional dividend shares aligns the executive's interests with long-term shareholder value.
- The Executive Deferred Incentive Program (EDIP) provides a mechanism for long-term incentive and retention of key management.
- Voluntary contributions to the EDIP Stock Fund vest immediately, offering flexibility to the reporting person.
Future Outlook
The notional shares will settle in shares of Ralliant Corp's common stock on a one-to-one basis upon vesting. Vesting for issuer contributions occurs 100% upon the earlier of the reporting person's death, retirement (following at least five years of service and reaching age 55), or one-tenth per year of participation after five years of participation, in each case in accordance with the EDIP.
Industry Context
This filing reflects a routine executive compensation event, specifically the accrual of notional dividends within a deferred incentive program. Such programs are common across publicly traded companies to align executive interests with long-term shareholder value and provide retention incentives.
Comparison to Industry Standards
- Executive Deferred Incentive Programs (EDIPs) with phantom stock or notional share components are standard practice in executive compensation across various industries, including those comparable to Ralliant Corp.
- The vesting schedule, which includes provisions for immediate vesting of voluntary contributions and time/performance-based vesting for issuer contributions (e.g., 5 years of service, age 55, or annual vesting after 5 years of participation), is consistent with typical long-term incentive plans designed to retain key executives and align their interests with the company's long-term performance.
- While specific comparable companies or projects are not detailed in the filing, the structure of this compensation mechanism is broadly aligned with practices observed in peer companies of similar size and industry within the U.S. market.
Stakeholder Impact
- Shareholders: The EDIP aligns the interests of the President and CEO with long-term shareholder value through equity-based compensation.
- Employees: The EDIP serves as a retention mechanism for key management, potentially contributing to stable leadership.
Next Steps
- The notional shares will settle into Ralliant Corp common stock upon the fulfillment of the specified vesting conditions.
Key Dates
| Date | Description |
|---|---|
| 12/23/2025 | Date of earliest transaction (notional dividend accrual) |
| 12/29/2025 | Signature date of the reporting person's attorney-in-fact |
Keywords
Ralliant Corp, RAL, Form 4, SEC Filing, Executive Compensation, Phantom Shares, Deferred Incentive Program, Insider Transaction, Tamara S. Newcombe, Director, CEO, President
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