Morton Jerrald R 4

What Happened

• Jerrald R. Morton, Executive Vice President and President, Industrial Powertrain Solutions at Regal Rexnord (RRX), exercised a total of 26,193 derivative awards (code M) on 2026-02-09 and subsequently disposed of the same 26,193 shares (codes F and S) on the same date.
• The exercises involved six tranches (3,376; 3,408; 3,776; 6,170; 4,725; 4,738) with exercise/settlement amounts totaling $2,676,429. Shares sold included 18,215 shares surrendered for tax/exercise payment (F) for $3,945,187 and 7,978 shares sold in open-market transactions (S) for $1,721,445, for combined proceeds of $5,666,632.
• This was effectively a cashless exercise/settlement: Morton exercised vested derivatives and sold all resulting shares, so there was no net increase in beneficial ownership.

Key Details

• Transaction date: 2026-02-09 (all activity same day).
• Derivatives exercised: 26,193 shares across multiple strike levels; total exercise/settlement reported $2,676,429.
• Shares sold: 26,193 shares disposed — 18,215 withheld/surrendered for tax (F) and 7,978 sold in the open market (S); total proceeds ≈ $5,666,632.
• Reported sale prices were around $215–$216 per share (Form footnote notes a weighted-price range; the filer can provide breakdown on request).
• Net effect: no net change in beneficial ownership (all exercised shares were disposed).
• Notable footnotes: F1 explains the reported sale price is a weighted average (range available on request). F2/F3 describe vesting schedules for the underlying Stock Appreciation Rights exercised.
• Filing timeliness: No late-filing indication provided.

Context

• These were derivative exercises (stock appreciation rights/options) that were immediately settled and sold — a common, routine way for insiders to satisfy tax withholding or realize value from vested awards. Codes: M = exercise/conversion of derivative, F = payment of exercise price/tax liability (often via share surrender), S = open-market sale.
• Because the insider sold all shares received on exercise, the transactions do not signal an increase in the insider’s stake in RRX.