Atkore Inc. (ATKR) COO Pregenzer has 1,164 shares withheld for RSU taxes

Rhea-AI Filing Summary

Atkore Inc. officer John W. Pregenzer, COO & President, Electrical, reported an automatic share withholding related to equity compensation. On 02/02/2026, 1,164 shares of common stock were withheld at $69.45 per share to cover taxes on vested restricted stock units. After this tax withholding, he beneficially owned 61,119.0192 shares of common stock directly.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Pregenzer John W

(Last) (First) (Middle)

16100 S LATHROP AVENUE

(Street)

HARVEY IL 60426

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Atkore Inc. [ ATKR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	COO & President, Electrical

3. Date of Earliest Transaction (Month/Day/Year)
02/02/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/02/2026		F		1,164(1)	D	$69.45	61,119.0192(2)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Securities withheld to pay withholding taxes on vested restricted stock units ("RSUs") exempt under Rule 16b-3.

2. Includes unvested restricted stock units ("RSUs") and amounts accrued for dividend equivalent units on such RSUs.

Remarks:

	/s/Daniel S. Kelly, Attorney-in-Fact for John W. Pregenzer	02/03/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did ATKR executive John W. Pregenzer report?

John W. Pregenzer reported an automatic tax-related transaction. On 02/02/2026, 1,164 shares of Atkore common stock were withheld at $69.45 per share to satisfy withholding taxes on vested restricted stock units, leaving him with 61,119.0192 shares owned directly.

Was the ATKR Form 4 transaction an open-market sale of shares?

The transaction was not an open-market sale. The Form 4 shows 1,164 shares of Atkore common stock were withheld to pay withholding taxes on vested restricted stock units under Rule 16b-3, rather than being sold at the executive’s discretion in the open market.

How many ATKR shares does John W. Pregenzer own after this Form 4 event?

After the reported transaction, John W. Pregenzer beneficially owned 61,119.0192 shares of Atkore common stock directly. This figure includes unvested restricted stock units and dividend equivalent units associated with those RSUs, as noted in the Form 4 footnotes.

What does transaction code “F” mean in the ATKR Form 4 filing?

Transaction code “F” indicates a tax-related withholding transaction. In this ATKR filing, 1,164 shares were withheld to cover withholding taxes due when restricted stock units vested, a process treated as a disposition for reporting but driven by tax obligations on equity compensation.

What role does John W. Pregenzer hold at Atkore Inc. (ATKR)?

John W. Pregenzer is an officer of Atkore Inc., serving as COO & President, Electrical. His position and relationship to the issuer are disclosed in the Form 4, which reports his beneficial ownership and the tax-related withholding of Atkore common stock.

Do the ATKR Form 4 footnotes affect how this insider transaction is interpreted?

Yes. One footnote explains that 1,164 shares were withheld to pay taxes on vested RSUs under Rule 16b-3. Another clarifies that his reported holdings include unvested RSUs and dividend equivalent units, helping investors understand the composition of his beneficial ownership.