Pollock Natasha 4

What Happened

• Natasha Pollock, Senior Vice President & CHRO of Timken Co. (TKR), had 3,515 shares vest on Feb 12, 2026 (performance-based RSUs granted Feb 9, 2023). On the same date 953 shares were disposed to satisfy tax withholding at $108.74 per share (total reported value $103,629). She was also granted 2,950 time-based RSUs and 4,425 performance-based RSUs on Feb 12, 2026 (both reported as awards at $0.00 in the filing).

Key Details

• Transaction date: February 12, 2026; Form 4 filed February 17, 2026 (filed after the typical two-business-day window).
• Disposition (tax withholding): 953 shares @ $108.74 = $103,629 (code F — payment of tax liability).
• Acquisitions/awards (code A): 3,515 shares vested (performance RSUs from Feb 9, 2023); 2,950 time-based RSUs (vest 25% per year); 4,425 performance-based RSUs (subject to performance criteria for 2026–2028).
• Shares owned after transaction: Not specified in the provided filing.
• Footnotes: Vesting of the 3,515 performance RSUs occurred after the Compensation Committee approved performance metrics on Feb 12, 2026 (F1). Time-based RSUs vest 25% per year (F2). The 4,425 RSUs are performance-based with metrics over Jan 1, 2026–Dec 31, 2028 (F3).

Context

• This filing reflects routine equity compensation activity: awards/vesting and tax-withholding, not an open-market sale or purchase. The 953-share disposition was to satisfy tax withholding (common on vesting), not an intentional market-sale signal. The new RSU grants increase future potential holdings if vesting/performance criteria are met.