RUIZ STERNADT PAULO 4

4 · Eaton Corp plc · Filed Feb 27, 2026

AI-generated summary of this filing

Updated Feb 28, 2026

Eaton (ETN) CEO Paulo Ruiz Sternadt Receives Awards, Sells Shares

What Happened

Paulo Ruiz Sternadt, Chief Executive Officer of Eaton Corporation (a subsidiary of Eaton Corp plc), received share awards and exercised options tied to his compensation on Feb 25–26, 2026. He acquired 7,225 shares upon the vesting of performance share awards and had restricted/derivative awards granted (24,450 and 8,345 RSUs) that vest over multi-year schedules.
He exercised/converted 1,534 option/derivative shares on Feb 26, 2026. To cover taxes from the vested awards/settlement, 3,187 shares were withheld/disposed at $372.96 (proceeds $1,188,624) and 677 shares at $367.49 (proceeds $248,791), totaling 3,864 shares and approximately $1,437,415. These disposals were tax withholdings/net settlement rather than open-market sales.

Key Details

Transaction dates: awards vested/granted Feb 25, 2026; exercise and tax-withholding actions Feb 26, 2026. Form filed Feb 27, 2026 (timely).
Prices and proceeds: 3,187 shares withheld at $372.96 (≈$1,188,624); 677 shares withheld at $367.49 (≈$248,791); combined ≈$1,437,415.
Shares acquired: 7,225 vested performance shares; exercised/converted 1,534 derivative shares. New RSU grants: 24,450 and 8,345 (vesting over 3 years).
Shares retained/owned after the transactions are not specified in the provided filing excerpt.
Footnotes of note: F1 confirms the 7,225 shares were from vested performance awards; F2 indicates the withheld shares covered taxes; F3–F5 describe multi-year vesting schedules for options and RSUs.
Transaction codes: A = Award/Grant, M = Exercise/Conversion of derivative, F = Payment of exercise price or tax liability (withholding). These indicate routine award vesting, option exercise, and tax withholding — not a discretionary open-market sale.

Context

This activity appears to be routine compensation-related transactions: awards vested and options were exercised, with shares withheld to satisfy tax obligations (a net/share-withholding settlement). Such withholdings are common and do not necessarily indicate an intent to reduce the insider’s economic exposure.
For retail investors: purchases or open-market buys are typically stronger bullish signals than routine vesting/withholding transactions like these.

Form 4

Period: 2026-02-25

DirectorSee Remarks below.

Transactions

Award
Ordinary Shares
[F1]
2026-02-25+7,225→ 35,452 total
Tax Payment
Ordinary Shares
[F2]
2026-02-26$372.96/sh−3,187$1,188,624→ 32,265 total
Exercise/Conversion
Ordinary Shares
2026-02-26+1,534→ 33,799 total
Tax Payment
Ordinary Shares
2026-02-26$367.49/sh−677$248,791→ 33,122 total
Award
Stock Option
[F3]
2026-02-25+24,450→ 24,450 total
Exercise: $373.53From: 2027-02-25Exp: 2036-02-25→ Ordinary Shares (24,450 underlying)
Award
Restricted Stock Units
[F4][F6]
2026-02-25+8,345→ 8,345 total
Exercise: $0.00From: 2027-02-25→ Ordinary Shares (8,345 underlying)
Exercise/Conversion
Restricted Stock Units
[F5][F6]
2026-02-26−1,534→ 3,116 total
Exercise: $0.00From: 2026-02-26→ Ordinary Shares (1,534 underlying)

Footnotes (6)

[F1]These shares were acquired upon the vesting of performance share awards.
[F2]Represents shares withheld to cover taxes incurred in connection with the settlement of the performance share awards that vested February 25, 2026.
[F3]These stock options become exercisable as follows: 33% on the first and second anniversary of the grant date and the remaining 34% on the third anniversary of the grant date.
[F4]These restricted stock units were granted on February 25, 2026 and vest as follows: 33% on the first and second anniversary of the grant date and the remaining 34% on the third anniversary of the grant date. Each restricted stock unit represents a contingent right to receive one ordinary share of the Issuer.
[F5]These restricted stock units were granted on February 26, 2025 and vest as follows: 33% on the first and second anniversary of the grant date and the remaining 34% on the third anniversary of the grant date. Each restricted stock unit represents a contingent right to receive one ordinary share of the Issuer.
[F6]This field is not applicable.

Signature

/s/ Heejin Jun, as Attorney-in-Fact|2026-02-27

1 file