Discenza Michael Anthony 4

What Happened Michael Anthony Discenza, Chief Financial Officer of Timken Co. (TKR), had 269 restricted share units (RSUs) vest on Feb 9, 2026 (reported Feb 11, 2026). Of those vested shares, 87 were withheld/ disposed to satisfy tax withholding at $107.40 per share, totaling $9,344. The net result is an increase of 182 shares held by Discenza (269 vested minus 87 withheld). The vesting is an award (A) and the withholding is reported under code F (tax/payment).

Key Details

• Transaction date: 2026-02-09; filing date: 2026-02-11 (appears timely—within Form 4 two-business-day window).
• Award/acquisition: 269 shares @ $0.00 (vesting of RSUs).
• Tax withholding/disposition: 87 shares @ $107.40 for $9,344 (code F).
• Shares owned after transaction: not specified in the filing.
• Footnote: F1 — Represents vesting of 25% of the time-based RSUs granted on February 9, 2023.
• No 10b5-1 plan or other sale plan noted in this filing.

Context This filing documents standard executive compensation mechanics: time-based RSUs vest and a portion is routinely withheld to cover taxes. Vesting (an award) is not an open-market purchase and withholding is not an independent sale signal—both are common and administrative. No other transactions or unusual trading plans were disclosed in this Form 4.