RUMSEY JENNIFER 4

What Happened

• Jennifer Rumsey, Chair and CEO of Cummins Inc. (CMI), was granted 44,736 shares (award, code A) on 2026-03-01 at $0.00. To satisfy tax withholding on the award, 19,450 shares were disposed (code F) at $583.87 each, generating proceeds of $11,356,272. Net shares retained from this grant were 25,286 (44,736 granted minus 19,450 withheld).

Key Details

• Transaction dates and prices:
  • 2026-03-01: Award of 44,736 shares @ $0.00 (acquired).
  • 2026-03-01: 19,450 shares withheld/disposed @ $583.87 = $11,356,272 (tax withholding).
• Shares owned after transaction: Not specified in the excerpt of the filing provided.
• Footnotes:
  • F1: Shares were withheld to satisfy tax liabilities relating to earned performance shares.
  • F2: Notes the method for converting a 401(k) plan interest into a share count (Cummins Stock Fund is ~98% stock, ~2% cash); the actual share count for that holding is unitized and estimated.
• Timeliness: Reported on Form 4 filed 2026-03-03 for transactions on 2026-03-01 — appears to be filed timely.

Context

• This is a common "grant + sell-to-cover" transaction: the executive received performance shares and a portion was withheld/disposed to cover taxes rather than a separate open-market sale. Such withholding transactions are routine and reflect tax settlement, not necessarily a directional bet on the stock.