Form 4: Rockwell Automation VP Sells Shares for Tax, Receives Awards
Insider Transaction Report
Rockwell Automation's Vice President and Treasurer, Isaac Woods, reported sales of common stock to cover tax obligations on vested restricted stock units, alongside new awards of stock options and restricted stock units.
Summary
- Isaac Woods, Vice President and Treasurer of Rockwell Automation, Inc. (ROK), reported multiple transactions involving company common stock and derivative securities.
- On December 8, 2025, Woods sold a total of 61 shares of common stock (58 shares at a weighted average price of $400.9516 and 3 shares at $401.585) to cover taxes on restricted stock units that vested on December 5, 2025.
- On December 9, 2025, Woods acquired 154 shares and 329 shares of common stock, likely due to the vesting or exercise of derivative securities.
- On December 10, 2025, Woods sold a total of 229 shares of common stock (56 shares at $400.6971, 82 shares at $401.6843, 90 shares at $402.8842, and 1 share at $403.62) to cover taxes on restricted stock units that vested on December 9, 2025.
- All sales were executed pursuant to a Rule 10b5-1 plan established on May 30, 2025.
- Woods was awarded 1,025 Employee Stock Options with an exercise price of $402.22 on December 8, 2025, which will vest in three equal annual installments starting December 8, 2026.
- Woods also received an award of 299 Restricted Stock Units (RSUs) on December 8, 2025, vesting in three equal annual installments beginning December 8, 2026.
- The filing also noted the disposition of 154 Restricted Stock Units and 329 Performance Shares on December 9, 2025, corresponding to the common stock acquisitions on the same date.
- Woods' direct beneficial ownership of common stock after these transactions is 2,058 shares, with an additional 465.2217 shares held indirectly through the Company Savings Plan as of September 30, 2025.
Sentiment
Score: 6
Explanation: The sentiment is moderately positive. While there were sales of shares, they were pre-planned for tax purposes on vested awards, which is a neutral event. The executive also received new equity awards (options and RSUs), indicating continued long-term incentive alignment and a positive signal for future performance.
Positives
- Isaac Woods received new awards of 1,025 Employee Stock Options and 299 Restricted Stock Units, indicating continued long-term incentive alignment with company performance.
- The acquisition of 483 shares of common stock (154 + 329) suggests successful vesting or exercise of previous awards, increasing direct ownership.
Negatives
- Isaac Woods sold a total of 290 shares of common stock across multiple transactions, although these sales were pre-planned under a Rule 10b5-1 plan specifically to cover tax obligations arising from vested restricted stock units.
Future Outlook
The filing does not contain specific forward-looking statements or guidance regarding the company's financial performance or strategic direction, beyond the vesting schedules for equity awards.
Industry Context
This Form 4 filing is a routine disclosure of insider transactions and does not provide broader industry context or competitive analysis. It reflects standard executive compensation practices involving equity awards and tax-related sales.
Stakeholder Impact
- Shareholders: The sales for tax purposes are routine and unlikely to significantly impact shareholder sentiment. The new equity awards align executive interests with long-term shareholder value.
- Employees: The equity awards are part of the company's long-term incentive plan, which can motivate executives and potentially other employees.
Next Steps
- Employee stock options awarded on December 8, 2025, will vest in three substantially equal annual installments beginning December 8, 2026.
- Restricted stock units awarded on December 8, 2025, will vest in three substantially equal annual installments beginning December 8, 2026.
Key Dates
| Date | Description |
|---|---|
| 2023-12-09 | Date exercisable for 154 Restricted Stock Units that were disposed of on 12/09/2025. |
| 2025-05-30 | Date Rule 10b5-1 plan was entered into for tax-related share sales. |
| 2025-09-30 | Date as of which Company Savings Plan share units were last reported. |
| 2025-12-05 | Date restricted stock units vested, leading to tax obligations covered by sales on 12/08/2025. |
| 2025-12-08 | Transaction date for sales of common stock, award of employee stock options, and award of restricted stock units. |
| 2025-12-09 | Transaction date for acquisitions of common stock, disposition of restricted stock units, and disposition of performance shares. Also, date restricted stock units vested, leading to tax obligations covered by sales on 12/10/2025. |
| 2025-12-10 | Transaction date for sales of common stock and signature date of the reporting person's attorney-in-fact. |
| 2026-12-08 | Date when the newly awarded employee stock options and restricted stock units begin to vest in three substantially equal annual installments. |
| 2028-12-08 | Expiration date for the newly awarded restricted stock units. |
| 2035-12-08 | Expiration date for the newly awarded employee stock options. |
Keywords
Rockwell Automation, ROK, Insider Trading, Form 4, Stock Options, Restricted Stock Units, Performance Shares, Rule 10b5-1 Plan, Executive Compensation, Share Sales, Equity Awards
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