Donaldson (NYSE: DCI) director reports 100 shares and 200-share option award

Rhea-AI Filing Summary

Donaldson Company director reports new stock and option awards. Director Daniel P. Shine acquired 100 shares of Donaldson Company common stock on December 8, 2025, reported at a price of $0, bringing his directly held common shares to 100 after the transaction. On the same date, he was also granted a stock option to buy 200 shares of common stock at an exercise price of $91.76 per share, expiring on December 8, 2035.

The option vests in three equal annual installments beginning on December 8, 2026, meaning the right to exercise is spread over three years. Following these awards, Shine directly holds 200 stock options in addition to the 100 common shares.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Shine Daniel P

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Stock Option (right to buy)	200	$0.00	--
Grant/Award	Common Stock	100	$0.00	--

Holdings After Transaction: Stock Option (right to buy) — 200 shares (Direct); Common Stock — 100 shares (Direct)

Footnotes (1)

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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
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^*

Shine Daniel P

(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)
12/08/2025

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	12/08/2025		A		100	A	$0	100	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)	$91.76	12/08/2025		A		200		(1)	12/08/2035	Common Stock	200	$0	200	D

Explanation of Responses:

1. The option vests in three equal annual installments beginning on December 8, 2026.

Remarks:

	Amy C. Becker, Attorney-in-Fact for Daniel P. Shine	12/10/2025
	** 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 was reported for Donaldson Co (DCI)?

Director Daniel P. Shine reported acquiring 100 shares of Donaldson Company common stock and receiving a stock option for 200 shares on December 8, 2025.

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

The grant is a stock option to buy 200 shares of Donaldson common stock at an exercise price of $91.76 per share, expiring on December 8, 2035.

How does the Donaldson (DCI) stock option for Daniel P. Shine vest?

The option vests in three equal annual installments beginning on December 8, 2026, spreading the exercisable portions over three years.

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

After the reported transactions, Daniel P. Shine directly owns 100 shares of Donaldson common stock and 200 stock options on common shares.

Was the Donaldson (DCI) stock acquired for cash in this Form 4?

The 100 shares of common stock are reported at a price of $0, indicating they were not purchased for cash in the market.

What is the relationship of the reporting person to Donaldson (DCI)?

The reporting person, Daniel P. Shine, is identified as a Director of Donaldson Company.