Donaldson Co Inc (DCI) director discloses new stock and option grants

Rhea-AI Filing Summary

Donaldson Company director equity update: A director of Donaldson Co Inc (DCI) reported new equity awards effective 01/02/2026. The filing shows an acquisition of 900 shares of common stock at a reported price of $0, bringing the director’s directly held common stock to 44,997 shares. The director also received a stock option covering 3,000 shares with an exercise price of $89.93 per share, expiring on 01/02/2036. The option vests in three equal annual installments beginning on January 2, 2027, which spreads the potential ownership increase over several years.

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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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^*

Rajendra Ajita G

(Last) (First) (Middle)

1400 WEST 94TH STREET

(Street)

BLOOMINGTON MN 55431

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
DONALDSON Co INC [ DCI ]

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

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
01/02/2026

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	01/02/2026		A		900	A	$0	44,997	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 Option (right to buy)	$89.93	01/02/2026		A		3,000		(1)	01/02/2036	Common Stock	3,000	$0	3,000	D

Explanation of Responses:

1. The option vests in three equal annual installments beginning on January 2, 2027.

Remarks:

	Amy C. Becker, Attorney-in-fact for Ajita G. Rajendra	01/06/2026
	** 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 Donaldson Co Inc (DCI) report in this Form 4?

The Form 4 reports that a Donaldson Co Inc director acquired 900 shares of common stock and received a stock option for 3,000 shares effective 01/02/2026.

How many Donaldson (DCI) shares does the director own after this transaction?

After the reported acquisition, the director beneficially owns 44,997 shares of Donaldson Co Inc common stock in direct ownership.

What are the key terms of the new Donaldson (DCI) stock option grant?

The director received a stock option to buy 3,000 shares of common stock at an exercise price of $89.93 per share, expiring on 01/02/2036.

When does the Donaldson (DCI) director stock option begin vesting?

The option vests in three equal annual installments, beginning on January 2, 2027, spreading vesting over three years from that date.

Is the Donaldson (DCI) director a 10% owner of the company?

No. The filing indicates the reporting person is a Director of Donaldson Co Inc and does not check the box for 10% Owner.

What type of filing is this Donaldson Co Inc (DCI) insider report?

This is a Form 4 filing, which reports changes in the beneficial ownership of Donaldson Co Inc securities by a director.