Rowe Robert Scott 4

What Happened

• Robert Scott Rowe, President & CEO and a director of Flowserve (FLS), converted/exercised 184,264 performance/derivative awards (code M). To satisfy tax withholding, 76,522 shares were withheld/sold at $87.02 each for proceeds of $6,658,944 (code F). Simultaneously, Rowe received new awards/units on Feb 12–13 totaling 289,516 shares (grants of 194,460; 57,034; and 38,022) (code A). All grant amounts were reported at $0.00 per share because they are awards/derivatives, not open-market purchases.

Key Details

• Transaction dates and amounts:
  • Feb 12, 2026: Grants of 57,034 and 38,022 performance/derivative units (A) — $0.00 per share (derivative awards).
  • Feb 13, 2026: Grant of 194,460 units (A) — $0.00 per share.
  • Feb 13, 2026: Conversion/exercise of 184,264 derivative awards (M).
  • Feb 13, 2026: 76,522 shares withheld/sold to cover taxes (F) at $87.02 → $6,658,944.
• Shares owned after the transactions: not specified in the filing.
• Notable footnotes:
  • F1/F3: Performance rights are contingent and may vest between 0%–200% based on ROIC, EPS growth or FCF metrics and include a ±15% TSR modifier vs. S&P 500 Industrial peers; may be settled in cash or stock.
  • F2: Restricted stock units (if applicable) vest ratably over three years beginning March 1, 2026.
• Filing timeliness: the filing does not indicate a late filing.

Context

• This was essentially a cashless settlement: Rowe converted/received shares from performance awards and had a portion withheld/sold to satisfy tax obligations — a routine administrative step rather than an open-market sale indicating sentiment.
• The largest economic figure reported is the tax-related disposition of ~76.5k shares for ~$6.66M. The newly granted awards remain performance-based and may pay out only if future targets are met.