Form 4: Ralliant CTO Acquires Phantom Shares via EDIP

Ralliant Corp's SVP and Chief Technology Officer, Amir A. Kazmi, acquired 1 phantom share through a notional dividend accrual in the company's Executive Deferred Incentive Program.

Summary

• Amir A. Kazmi, SVP Chief Technology Officer of Ralliant Corp (RAL), reported the acquisition of 1 phantom share.
• This acquisition occurred on September 23, 2025, through a notional dividend accrual in the company's Executive Deferred Incentive Program (EDIP) Ralliant Stock Fund.
• The phantom share was valued at $44.06, based on the closing price of Ralliant's common stock on the NYSE on the transaction date.
• Following this transaction, Mr. Kazmi beneficially owns 843.1 phantom shares directly.
• These phantom shares represent notional dividend accruals and settle in actual shares of Ralliant's common stock on a one-to-one basis.
• Voluntary contributions to the EDIP Stock Fund vest immediately, while issuer contributions vest 100% upon the earlier of the reporting person's death, retirement (after five years of service and reaching age 55), or one-tenth per year after five years of participation.
• The reported amount includes phantom shares converted from Fortive's Executive Deferred Incentive Program following Ralliant's separation from Fortive Corporation.

Sentiment

Score: 6

Explanation: The filing reports a routine executive compensation event (accrual of phantom shares). While not a direct purchase, it signifies continued participation in the company's incentive program, which can be viewed as a minor positive for executive alignment, hence slightly above neutral.

Positives

• The transaction indicates a routine accrual of phantom shares under an existing executive compensation program, aligning executive interests with shareholder value.
• The executive's beneficial ownership of 843.1 phantom shares demonstrates a significant stake in the company's performance.

Future Outlook

The Executive Deferred Incentive Program (EDIP) outlines future vesting conditions for issuer contributions, which include 100% vesting 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. Upon termination of employment, the vested portion of the EDIP Stock Fund will be settled in the Issuer's common stock.

Industry Context

This Form 4 filing is a routine disclosure of an insider transaction, specifically related to executive compensation. Such filings are common across publicly traded companies and provide transparency into how executives are compensated and how their interests are aligned with shareholders. The specific details of the Executive Deferred Incentive Program (EDIP) reflect a common practice of using phantom equity to incentivize long-term executive retention and performance.

Comparison to Industry Standards

• The use of an Executive Deferred Incentive Program (EDIP) with phantom shares and defined vesting schedules is a standard practice in executive compensation across various industries, comparable to programs at companies like Microsoft (MSFT) or Apple (AAPL) which often include performance-based restricted stock units or deferred stock awards.
• The one-to-one settlement of phantom shares into common stock is a typical conversion mechanism for such equity-based incentive plans.
• The vesting conditions, particularly those tied to retirement or years of service, are common features designed to promote executive retention and long-term commitment, similar to those observed in compensation structures at major technology or industrial firms.

Corporate Governance

Related Party Transactions

• The Executive Deferred Incentive Program (EDIP) itself constitutes a related-party transaction, as it involves compensation arrangements between the company (Ralliant Corp) and its executive (Amir A. Kazmi).

Stakeholder Impact

• Shareholders: The EDIP aims to align executive interests with shareholder value through equity-based compensation, potentially fostering long-term growth and performance.
• Employees (Executives): The program provides a deferred compensation mechanism, incentivizing long-term commitment and performance through phantom share accruals and vesting schedules.

Next Steps

• Continued accrual of notional dividends on phantom shares as per the EDIP.
• Future vesting of issuer contributions to the EDIP Stock Fund based on defined conditions (death, retirement, or years of participation).
• Settlement of vested phantom shares into Ralliant's common stock upon termination of employment or other specified events.

Key Dates

Keywords

Ralliant Corp, RAL, Form 4, Insider Transaction, Executive Compensation, Phantom Shares, EDIP, Beneficial Ownership