Donaldson Co (NYSE: DCI) director reports stock and option awards

Rhea-AI Filing Summary

Donaldson Company director Richard M. Olson reported new equity awards in the company’s stock. On January 2, 2026, he acquired 900 shares of common stock at a price of $0, bringing his directly held stake to 6,090 shares after the transaction.

On the same date, Olson also received a stock option grant for 3,000 shares with an exercise price of $89.93 per share, expiring on January 2, 2036. The option vests in three equal annual installments beginning January 2, 2027, meaning the right to buy these shares becomes available gradually over three 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

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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^*

Olson Richard M

(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	6,090	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 Richard M. Olson	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 (DCI) report for Richard M. Olson?

Director Richard M. Olson reported acquiring 900 shares of Donaldson common stock on January 2, 2026, at a reported price of $0 per share, increasing his directly held position to 6,090 shares.

What stock options were granted to the Donaldson (DCI) director in this Form 4?

Olson received a stock option for 3,000 shares of common stock with an exercise price of $89.93 per share on January 2, 2026, expiring on January 2, 2036.

How do the new stock options for the Donaldson (DCI) director vest?

The option for 3,000 shares vests in three equal annual installments, beginning on January 2, 2027, so one-third of the option becomes exercisable each year over three years.

What is the total number of Donaldson (DCI) shares the director holds after this transaction?

Following the reported acquisition of 900 shares, director Richard M. Olson beneficially owns 6,090 shares of Donaldson common stock directly.

What is the expiration date of the stock options granted to the Donaldson (DCI) director?

The 3,000-share stock option granted to Olson has an expiration date of January 2, 2036, after which any unexercised portion will lapse.

What is Richard M. Olson’s relationship to Donaldson (DCI)?

In this filing, Richard M. Olson is identified as a director of Donaldson Company.