Schiesl Andrew R 4

What Happened

• Andrew R. Schiesl, Senior Vice President, General Counsel, Chief Compliance Officer and Secretary of Ingersoll Rand (IR), had 10,577 performance-based restricted stock units (RSUs) vest and settle into common shares on February 6, 2026. The award value reported at grant/settlement price was $0.00 per share (award).
• To satisfy tax withholding obligations, 3,136 of those shares were withheld/disposed at $98.50 per share, totaling $308,896. That leaves a net issuance to Schiesl of 7,441 shares (10,577 vested - 3,136 withheld).

Key Details

• Transaction date: February 6, 2026 (reported on Form 4 filed Feb 10, 2026).
• Award: 10,577 RSUs vested and settled into shares (code A) at $0.00 per share.
• Tax withholding/disposition: 3,136 shares withheld (code F) at $98.50 each, proceeds ~$308,896.
• Net new shares received by insider: 7,441 shares.
• Footnotes: RSUs were originally granted Feb 23, 2023 and were performance-based; they were certified as meeting the performance threshold on Feb 6, 2026 and settled one-for-one into shares. Withheld shares represent tax withholding on the vesting.
• Shares owned after the transaction: not specified in the filing.

Context

• This was an award/vesting event, not an open-market buy or discretionary sale; withholding shares to cover taxes is a routine part of RSU settlements and should not be interpreted as a market-timing sale. The filing date (Feb 10, 2026) is shown on the Form 4; timeliness relative to the SEC 2-business-day rule is not indicated in the filing text provided.