Avantor (NYSE: AVTR) CFO receives RSU and stock option grants

Rhea-AI Filing Summary

Avantor, Inc. executive vice president and chief financial officer Jones R. Brent reported equity compensation changes and related tax withholding. He received a grant of 161,237 shares of common stock as restricted stock units and 634,617 stock options, both vesting in three equal annual installments beginning on February 19, 2027.

To cover tax withholding obligations from restricted stock unit vesting, 9,506 shares of common stock were withheld by Avantor as a tax-withholding disposition. After these transactions, Brent continued to hold a substantial number of Avantor shares directly.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Jones R. Brent

Role EVP, Chief Financial Officer

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	9,506	$9.03	$86K
Grant/Award	Stock Options (Right to Buy)	634,617	$0.00	--
Grant/Award	Common Stock	161,237	$0.00	--

Holdings After Transaction: Common Stock — 422,587 shares (Direct); Stock Options (Right to Buy) — 634,617 shares (Direct)

Footnotes (1)

1. Reflects a grant of restricted stock units that vest in three equal annual installments beginning on February 19, 2027. Represents the number of shares withheld by the Issuer to cover tax withholding obligations in connection with the vesting of RSUs. Reflects a grant of stock options that vest in three equal annual installments beginning on February 19, 2027.

Form 4 Insider Transactions: What Each Field Means →

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

OMB APPROVAL

OMB Number:			3235-0287
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hours per response:			0.5

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^*

Jones R. Brent

(Last) (First) (Middle)

RADNOR CORPORATE CENTER, BUILDING ONE,

SUITE 200, 100 MATSONFORD ROAD

(Street)

RADNOR PA 19087

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Avantor, Inc. [ AVTR ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/19/2026

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	02/19/2026		A(1)		161,237	A	$0	432,093	D
Common Stock	02/20/2026		F(2)		9,506	D	$9.03	422,587	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
Stock Options (Right to Buy)	$11.05	02/19/2026		A		634,617		(3)	02/19/2036	Common Stock	634,617	$0	634,617	D

Explanation of Responses:

1. Reflects a grant of restricted stock units that vest in three equal annual installments beginning on February 19, 2027.

2. Represents the number of shares withheld by the Issuer to cover tax withholding obligations in connection with the vesting of RSUs.

3. Reflects a grant of stock options that vest in three equal annual installments beginning on February 19, 2027.

Remarks:

	/s/ Scott Baker, by power of attorney for Brent Jones	02/23/2026
	** 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 transactions did Avantor (AVTR) CFO Jones R. Brent report on this Form 4?

Avantor CFO Jones R. Brent reported equity awards and a related tax withholding. He received grants of common stock restricted stock units and stock options, and had shares withheld by Avantor to satisfy tax obligations tied to restricted stock unit vesting, rather than executing an open-market sale.

How many restricted stock units did Avantor (AVTR) grant to its CFO and when do they vest?

The CFO received 161,237 restricted stock units of Avantor common stock. According to the disclosure, these units vest in three equal annual installments, beginning on February 19, 2027, creating a multi-year equity incentive that links a portion of his compensation to the company’s future performance.

What stock options did Avantor (AVTR) grant to its CFO and what is the vesting schedule?

Avantor granted its CFO 634,617 stock options described as rights to buy common stock. These options vest in three equal annual installments, starting on February 19, 2027, aligning a significant part of his potential compensation with longer-term shareholder value and company results over several years.

Why were 9,506 Avantor (AVTR) shares disposed of in this Form 4 filing?

The 9,506 shares were withheld by Avantor to cover tax withholding obligations arising from restricted stock unit vesting. This tax-withholding disposition is shown with transaction code F and does not represent an open-market sale, but rather shares retained by the issuer to satisfy tax liabilities.

How many Avantor (AVTR) common shares does the CFO hold after these transactions?

Following the reported transactions, the CFO held 422,587 shares of Avantor common stock directly. This figure appears after accounting for the tax-withholding disposition and the new restricted stock unit grant, reflecting his ongoing equity stake and direct ownership position in the company.

What does the acquisition code A indicate in Avantor (AVTR) CFO’s Form 4 transactions?

The acquisition code A indicates a grant, award, or other acquisition of securities rather than an open-market purchase. In this case, it refers to the CFO’s receipt of Avantor restricted stock units and stock options as part of his compensation, both subject to multi-year vesting schedules.