Roellgen Karl Andreas 4

What Happened Karl Andreas Roellgen, Executive Vice President & President, Engineered Bearings at Timken Co. (TKR), was granted/awarded a total of 19,978 restricted shares/units on February 12, 2026. The filing shows three entries: 7,053 shares vested (performance-based RSUs), 5,175 time‑based restricted units, and 7,750 performance‑based restricted share units. All acquisitions are reported at $0.00 (these are compensation awards/units, not open‑market purchases).

Key Details

• Transaction date: February 12, 2026; Filing date: February 17, 2026 (filed 5 days after the transaction; Form 4 is typically due within 2 business days, so this may be late).
• Reported price/value: $0.00 for all entries (awards/RSUs — not cash purchases).
• Shares/units involved: 7,053 (vested performance RSUs), 5,175 (time‑based RSUs), 7,750 (new performance‑based RSUs) — total 19,978.
• Post-transaction ownership: Not disclosed in the supplied filing details.
• Footnotes of note:
  • F1: 7,053 shares represent vested performance-based RSUs granted Feb 9, 2023, vested after the Compensation Committee approved performance metrics on Feb 12, 2026.
  • F2: 5,175 time-based restricted units granted; these vest 25% per year.
  • F3: 7,750 performance-based RSUs granted, subject to performance criteria for Jan 1, 2026–Dec 31, 2028.
• Transaction code: A = Award/Grant (derivative awards/RSUs).

Context These entries are compensation awards (time- and performance-based restricted stock units), not open‑market buys or sales. The 7,053 shares were a vesting of previously granted performance RSUs after performance metrics were approved; the other two are new grants with standard vesting/performance conditions. Such awards reflect company compensation practices and do not, by themselves, indicate the insider is buying or selling stock for investment reasons.