Pauli David J 4

What Happened

• David J. Pauli, CFO of Zurn Elkay Water Solutions Corp (ZWS), had 15,778 shares delivered on February 6, 2026 upon vesting of performance stock units (PSUs). He subsequently sold 7,639 shares in an open-market transaction on February 10, 2026 for a weighted average price of $51.80, generating proceeds of $395,700. The sale was made to satisfy tax withholding obligations related to the PSU vesting. Net shares retained from this vesting: 8,139 (15,778 vested − 7,639 sold).

Key Details

• Transactions reported: Award/acquisition (A) 15,778 shares on 2026-02-06; Open-market sale (S) 7,639 shares on 2026-02-10.
• Sale price: weighted average $51.80; execution prices ranged $51.48–$52.16 (multiple trades).
• Sale proceeds reported: $395,700.
• Reason for acquisition: PSUs vested based on company performance for the period Jan 1, 2023–Dec 31, 2025 (no cash consideration) [F1].
• Reason for sale: tax withholding and related fees in connection with the PSU vesting [F2].
• Filing: Form 4 filed 2026-02-10 covering the 2/6 acquisition and 2/10 sale; filing timing appears to meet the standard two-business-day reporting requirement.
• Shares owned after the transaction: not specified in the provided excerpt of the filing.

Context

• This was a vesting of performance-based restricted stock units followed by a partial sell-to-cover (tax withholding). Such sales to cover taxes are common and routine following equity award vesting and do not necessarily indicate a change in the insider’s view of the company.