Discenza Michael Anthony 4

What Happened Michael Anthony Discenza, Chief Financial Officer of Timken Co. (TKR), had 319 restricted stock units (RSUs) vest on February 10, 2026 (recorded as an award at $0.00). To satisfy tax withholding obligations, 103 of those shares were withheld/sold at $109.23 per share, yielding approximately $11,251. The award represents 25% vesting of time‑based RSUs originally granted on February 10, 2022.

Key Details

• Transaction date: February 10, 2026
• Award: 319 shares acquired as vested RSUs at $0.00 (value reported as $0)
• Tax withholding/disposition: 103 shares disposed at $109.23 per share; proceeds ≈ $11,251 (code F)
• Footnote: Vesting equals 25% of the time‑based RSU grant from 2/10/2022
• Shares owned after transaction: Not disclosed in the Form 4 filing
• Filing date: February 12, 2026 — filed within the typical 2‑business‑day window (timely)
• Transaction codes: A = Award/Grant; F = Tax withholding/payment of tax liability

Context This was a routine RSU vesting event with shares withheld to cover taxes (a common administrative action), not an open‑market sale indicating a directional bet. For retail investors, purchases or open‑market sales by insiders tend to be more informative about sentiment; tax‑withholding disposals are generally administrative.