Schwetz Amy B 4
4 · FLOWSERVE CORP · Filed Feb 17, 2026
Research Summary
AI-generated summary of this filing
Flowserve (FLS) CFO Amy Schwetz Receives Awards, Surrenders Shares
What Happened
- Amy B. Schwetz, Chief Financial Officer of Flowserve Corp. (FLS), received equity awards and completed conversions of derivative awards in mid‑February 2026. The filing shows acquisitions of equity awards (performance rights and restricted stock units) and the conversion/exercise of derivative awards into shares, followed by shares surrendered to cover tax obligations.
- Specifics: Acquired 58,827 shares (report code A) on 2026-02-13 at $0.00; two grants of 14,892 derivative awards each (A) on 2026-02-12 at $0.00. A conversion/exercise of derivatives (M) on 2026-02-13 shows 55,742 shares disposed at $0.00. Separately, 23,192 shares were disposed under code F (payment of exercise price or tax liability) on 2026-02-13 at $87.02 per share, totaling $2,018,168.
Key Details
- Transaction dates: grants on 2026-02-12 and 2026-02-13; filing date: 2026-02-17 (period of report: 2026-02-12).
- Tax withholding: 23,192 shares surrendered at $87.02 each to cover taxes, value reported $2,018,168 (code F).
- Derivative activity: 55,742 shares marked as converted/exercised (code M) at $0.00 — indicates conversion of performance rights/derivative awards into shares rather than an open‑market sale.
- Vesting/award notes:
- Some performance rights granted (footnote F1) vest 0–200% based on ROIC and EPS growth for a 2026–2028 performance period with a ±15% TSR modifier; may settle in cash or shares.
- RSUs (footnote F2) vest ratably over three years starting March 1, 2026.
- Earlier-cycle performance rights (footnote F3) for 2023–2025 had ROIC and FCF metrics with a TSR modifier.
- Shares owned after the transactions: not specified in the provided filing details.
- No 10b5-1 plan or late‑filing flag noted in the provided data.
Context
- The filing reflects receipt of long‑term incentive awards (common for executives) and a standard withholding of shares to cover taxes — routine corporate compensation mechanics rather than an open‑market buy or discretionary sale.
- The conversion/exercise entries (M) at $0.00 mean performance rights or similar derivatives were converted into common shares; the tax withholding (F) indicates a cashless/net settlement or surrender of shares to cover tax obligations.
Insider Transaction Report
Form 4
Schwetz Amy B
Chief Financial Officer
Transactions
- Award
Common Stock
2026-02-13+58,827→ 111,455 total - Tax Payment
Common Stock
2026-02-13$87.02/sh−23,192$2,018,168→ 88,263 total - Award
Performance Rights
[F1]2026-02-12+14,892→ 88,103 total→ Common Stock (14,892 underlying) - Award
Restricted Stock Units
[F2]2026-02-12+14,892→ 56,431 total→ Common Stock (14,892 underlying) - Exercise/Conversion
Performance Rights
[F3]2026-02-13−55,742→ 32,361 total→ Common Stock (55,742 underlying)
Footnotes (3)
- [F1]Each performance right represents a contingent right to receive one share of the issuer's common stock at vesting. The performance rights vest at a rate between 0% and 200% and are based on two factors during a three-year performance cycle beginning on January 1, 2026 and ending on December 31, 2028 which are: 1) the issuer's return on invested capital ("ROIC") measured against the issuer's target ROIC for each calendar year during the performance period; and 2) the issuer's average annual earnings per share growth over each calendar year during the performance period. The performance rights are also subject to a 15% payout modifier (positive or negative) based on the issuer's relative total shareholder return ("TSR") in comparison to the TSR of companies that comprise the S&P 500 Industrial Index for the entire performance period, as of January 1, 2026. The performance rights may be settled, at the issuer's discretion, in cash or shares of common stock.
- [F2]Each restricted stock unit represents the right to receive, at settlement, one share of common stock and are granted to the reporting person pursuant to the issuer's long-term incentive compensation plan for employees. The shares vest ratably over a three-year period on each annual anniversary of March 1, 2026.
- [F3]Each performance right represents a contingent right to receive one share of the issuer's common stock at vesting. The performance rights vest at a rate between 0% and 200% and are based on two factors during a three-year performance cycle beginning on January 1, 2023 and ending on December 31, 2025 which are: 1) the issuer's return on invested capital ("ROIC") measured against the issuer's target ROIC for each calendar year during the performance period; and 2) the issuer's free cash flow ("FCF") as a percentage of net income for each calendar year during the performance period. The performance rights are also subject to a 15% payout modifier (positive or negative) based on the issuer's relative total shareholder return ("TSR") in comparison to the TSR of companies that comprise the S&P 500 Industrial Index for the entire performance period. The performance rights may be settled, at the issuer's discretion, in cash or shares of common stock.
Signature
/s/ Shakeeb U. Mir, attorney-in-fact|2026-02-17