MITCHELL MAX H 4

What Happened

• Max H. Mitchell, Crane Company’s Chairman, President and CEO, had 2023 performance-based restricted stock units (RSUs) convert into common shares on January 26, 2026. The Form 4 shows conversion entries of 34,181 shares (acquired) and 24,626 shares (derivative conversion). To satisfy tax withholding, 15,865 shares were disposed at $204.24 per share, yielding $3,240,268.
• These transactions reflect the vesting/conversion of performance RSUs rather than an open-market purchase or a decision to take investment proceeds (the withheld shares were used to pay taxes).

Key Details

• Transaction date: January 26, 2026; Form 4 filed January 28, 2026 (timely filing).
• Reported entries: 34,181 shares acquired (code M) at $0.00; 24,626 shares converted (code M, derivative) at $0.00; 15,865 shares disposed/withheld for tax liability (code F) at $204.24 each for total proceeds of $3,240,268.
• Shares owned after the transaction: not disclosed in the provided filing excerpt.
• Footnote: Each 2023 Performance-Based RSU converted into the right to receive 1.388 shares of Crane common stock on Jan 26, 2026.
• Transaction codes: M = exercise/conversion of derivative (here, RSU conversion); F = payment of tax liability via withholding/disposition of shares.

Context

• This was a routine conversion/vesting of performance-based RSUs. The 15,865-share disposition was a tax-withholding arrangement (company withheld shares), not an open-market sale — common practice when awards vest.
• Such award vestings do not, by themselves, indicate the insider buying or selling stock for investment reasons; they are typically compensation events.