Donaldson CEO receives 38,131 shares as award

The transaction entries also list two indirect Benefit Plan Trust holdings of 11,303 and 11,978 shares.

Rhea-AI Filing Summary

Donaldson Co Inc Chairman, President and CEO Tod E. Carpenter acquired 38,131 common shares as a grant or award on September 24, 2026. On that date, 18,761 shares were delivered or withheld for payment of exercise price or tax liability, at a reported price of $86.60 per share. No Rule 10b5-1 plan is reported. The filing also lists indirect holdings through Benefit Plan Trusts of 11,303 and 11,978 common shares.

Insider Trade Summary

4 transactions reported

Mixed 4 txns

Insider Carpenter Tod E.

Role Chairman, President and CEO

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	38,131	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	18,761	$86.60	$1.62M
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 318,069 shares (Direct); Common Stock — 11,303 shares (Indirect, By Benefit Plan Trust.); Common Stock — 11,978 shares (Indirect, By Benefit Plan Trust)

Key Figures

Grant or award: 38,131 shares Shares delivered or withheld: 18,761 shares Reported price per share: $86.60 per share +2 more

5 metrics

Grant or award 38,131 shares Common shares acquired September 24, 2026

Shares delivered or withheld 18,761 shares For payment of exercise price or tax liability on September 24, 2026

Reported price per share $86.60 per share Reported with the 18,761-share transaction

Benefit Plan Trust holding 11,303 shares Indirect common shares held September 24, 2026

Benefit Plan Trust holding 11,978 shares Indirect common shares held September 24, 2026

Key Terms

Rule 10b5-1 plan, Benefit Plan Trust, exercise price or tax liability

3 terms

Rule 10b5-1 plan regulatory

"No Rule 10b5-1 plan is reported"

A Rule 10b5-1 plan is a prearranged, written schedule that lets corporate insiders buy or sell company stock at set times or amounts, even if they later learn material nonpublic information. Think of it like setting an automatic thermostat for trades: it creates a clear record that trades were planned in advance, reducing the risk of insider-trading accusations and helping investors trust that insider transactions are routine rather than based on secret information.

Benefit Plan Trust financial

"By Benefit Plan Trust"

exercise price or tax liability financial

"payment of exercise price or tax liability"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many DCI shares did Tod E. Carpenter receive?

Tod E. Carpenter acquired 38,131 common shares as a grant or award on September 24, 2026.

What does Tod E. Carpenter's DCI filing report for 18,761 shares?

18,761 shares were delivered or withheld for payment of exercise price or tax liability on September 24, 2026, at a reported price of $86.60 per share. No Rule 10b5-1 plan is reported.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/28/2026 - 02:23 PM Accepted by SEC EDGAR 09/28/2026 - 02:22 PM Learn about SEC filing dates

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
Estimated average burden
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^*

Carpenter Tod E.

(Last) (First) (Middle)

1400 WEST 94TH STREET

(Street)

BLOOMINGTON MINNESOTA 55431-2303

(City) (State) (Zip)

UNITED STATES

(Country)

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
X	Officer (give title below)		Other (specify below)
	Chairman, President and CEO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/24/2026

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

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

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

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								11,303	I	By Benefit Plan Trust.
Common Stock								11,978	I	By Benefit Plan Trust
Common Stock	09/24/2026		A		38,131	A	$0	336,830	D
Common Stock	09/24/2026		F		18,761	D	$86.6	318,069	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:

Remarks:

	Amy C. Becker, Attorney-in-fact for Tod E. Carpenter	09/28/2026
	** 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.
* Form 4: SEC 1474 (03-26)