Timken (TKR) COO Stephen Ribaudo Receives 23,150-Share Award

What Happened
Stephen Philip Ribaudo, Chief Operating Officer of Timken Co. (TKR), was granted three awards totaling 23,150 restricted share units (RSUs) on September 1, 2026: 8,275 RSUs, 5,950 RSUs, and 8,925 RSUs. Each award is reported as a derivative grant with an acquisition price of $0.00 (i.e., RSUs rather than an open‑market purchase). These RSUs convert to shares only if and when the applicable vesting and/or performance conditions are met.

Key Details

• Transaction date: 2026-09-01 (reported in Form 4 filed 2026-09-01). Transaction code: A (award/grant). Price: $0.00 (derivative RSUs).
• Grants by line: 8,275 RSUs (F1), 5,950 RSUs (F2), 8,925 RSUs (F3); total = 23,150 RSUs.
• Vesting/conditions (per footnotes):
  • F1: Time‑based RSUs vest 33% on 9/1/2027, 33% on 9/1/2028, and 34% on 9/1/2029.
  • F2: Time‑based RSUs vest 25% per year from grant date (annual vesting).
  • F3: Performance‑based RSUs subject to performance criteria for period 1/1/2026–12/31/2028.
• Shares owned after the transaction: not specified in the filing.
• Filing timeliness: filing date matches transaction date (timely filing).

Context
RSUs are a form of equity compensation that only convert into actual shares if vesting and any performance conditions are satisfied; they are not an immediate purchase and do not represent an open‑market vote of confidence. Performance‑based RSUs depend on metrics over the 2026–2028 performance period and may lapse if targets aren’t met. This Form 4 reports awards (not sales or purchases) and is informational about executive compensation rather than an instant change in market holdings.