Graham Timothy Alan 4

What Happened

• Timothy Alan Graham, Executive Vice President and President, Industrial Motion at Timken Co. (TKR), had 400 restricted shares delivered on 2026-02-13 (acquired at $0.00) as the vesting of RSUs. To satisfy withholding for taxes, 108 of those shares were disposed at $107.15 each, yielding approximately $11,572.
• The primary event is an award/vesting of time‑based restricted stock units (RSUs). The withholding sale to cover taxes is a routine, administrative disposition (not an open-market sale).

Key Details

• Transaction date: 2026-02-13; Form 4 filed: 2026-02-18.
• Award/Acquisition: 400 shares @ $0.00 (RSU vesting).
• Tax withholding/disposition: 108 shares @ $107.15 = $11,572 (code F — tax withholding).
• Footnote: F1 — Represents vesting of 25% of the time‑based RSUs granted on February 13, 2025.
• Shares owned after transaction: Not disclosed in the provided filing excerpt.
• Timeliness: Form filed 2026-02-18 for a 2026-02-13 transaction (reported five calendar days later); SEC Rule 16b-3/Form 4 generally requires reporting within two business days, so this filing appears later than the standard reporting window.

Context

• This is a vesting of compensation (RSUs) and routine tax withholding — common for executive equity awards and not a directional buy/sell signal. The disposition was solely to satisfy tax obligations, not an open-market sale.