Kirkland Scott D 4

What Happened
Scott D. Kirkland, Chief Financial Officer of Ecolab, received a grant of 9,740 shares (performance-based restricted stock units) on 2026-02-18. To satisfy minimum statutory tax obligations upon vesting, 3,956.434 shares were withheld/disposed at $303.15 per share, resulting in proceeds/withholding of $1,199,393. The award itself is reported at $0.00 acquisition price (typical for RSU vesting).

Key Details

• Transaction date: 2026-02-18 (filed 2026-02-20 — timely filing).
• Award: 9,740 shares granted (performance-based RSUs).
• Tax withholding (disposition): 3,956.434 shares @ $303.15 = $1,199,393 (reported as code F).
• Footnote F1: Withholding reflects payment of minimum statutory tax obligations by withholding shares under Rule 16b-3.
• Footnote F2: Filing also notes 1,455.584 UNITS in the Ecolab Stock Fund of the 401(k) plan as of 2026-01-31 (roughly 2,668 equivalent shares); this is plan holdings, not the RSU grant.
• Shares owned after the award are not summarized elsewhere in the filing beyond the 401(k) units noted.

Context
This is a standard vesting + tax-withholding transaction: the award is an acquisition (receipt of RSUs) while the withheld shares are an administrative disposition to cover taxes, not an open-market sale intended to realize investment gains. Such withholdings are routine and do not necessarily indicate the insider is reducing their economic exposure to the company.