Gierges Michael Lotfy 4

What Happened

• Michael Gierges (President, CSAME) was awarded 66,875 derivative shares (grant code A) on 2026-01-28 at $0.00 and was also awarded 18,535 Performance Share Units (PSUs) per the filing. The immediate award of 66,875 shares is a grant/award (no purchase price); the 18,535 PSUs are a contingent right to receive common stock if service and performance conditions are met.

Key Details

• Transaction date: 2026-01-28; Form 4 filed: 2026-01-30 (timely filing).
• Awarded: 66,875 derivative shares at $0.00 (grant). Additional 18,535 PSUs noted in footnote F1.
• PSUs vest on the third anniversary of the grant date only if Gierges remains employed and Carrier achieves pre-set EPS growth and relative total Shareowner return targets vs. a subset of industrial S&P 500 companies.
• No cash changed hands at grant; value realized only if and when awards vest and convert to shares.
• Post-transaction total shares held: not specified in the provided filing excerpt.
• No indication of 10b5-1 plan, tax-withholding offset, or a late filing in this report.

Context

• Grants and PSUs are common long-term incentive compensation for executives. They are different from open-market purchases (which may signal immediate buying conviction) and from sales (which are often routine or for diversification).
• Performance share units are contingent awards: their ultimate value depends on both continued employment and achievement of specific performance targets over a multi-year period.