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Ecolab (NYSE: ECL) director Julie Whalen receives 1,269 stock options at $247.70

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Ecolab Inc. director Julie Whalen reported new equity awards in the form of non-employee director stock options. She received two option grants covering a total of 1,269 shares of common stock at an exercise price of $247.70 per share, with staged vesting over four three-month periods and full acceleration upon a qualifying change in control. Following these awards, she also reports direct ownership of 341.03 shares of common stock.

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Insider Whalen Julie
Role null
Type Security Shares Price Value
Grant/Award Non-Employee Director Stock Option (Right to Buy) 732 $0.00 --
Grant/Award Non-Employee Director Stock Option 537 $0.00 --
holding Common Stock -- -- --
Holdings After Transaction: Non-Employee Director Stock Option (Right to Buy) — 732 shares (Direct, null); Non-Employee Director Stock Option — 537 shares (Direct, null); Common Stock — 341.03 shares (Direct, null)
Footnotes (1)
  1. [object Object]
Common stock held 341.03 shares Direct common stock ownership following transactions
Option grant 1 size 537 shares Non-Employee Director Stock Option, underlying common shares
Option grant 2 size 732 shares Non-Employee Director Stock Option (Right to Buy), underlying common shares
Option exercise price $247.70 per share Conversion/exercise price for both option grants
Total option shares granted 1,269 shares Sum of underlying common shares across both new option awards
Option expiration date May 15, 2036 Expiration for both non-employee director stock option grants
Non-Employee Director Stock Option financial
"security_title: "Non-Employee Director Stock Option""
Non-Employee Director Stock Option (Right to Buy) financial
"security_title: "Non-Employee Director Stock Option (Right to Buy)""
Change in Control financial
"if a Change in Control of the Company... will occur, then the option will become immediately exercisable"
A "change in control" occurs when the ownership or management of a company shifts significantly, such as through a merger, acquisition, or sale of a large part of its assets. This change can impact how the company is run and may influence its future direction. For investors, it matters because it can affect the company's stability, strategy, and value, often signaling potential changes in investment risk or opportunity.
Ecolab Inc. 2001 Non-Employee Director Stock Option and Deferred Compensation Plan financial
"as that term is defined in the Ecolab Inc. 2001 Non-Employee Director Stock Option and Deferred Compensation Plan"
vesting financial
"The option will become exercisable, on a cumulative basis, as to 25% of the option shares... following its date of grant"
Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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*
Whalen Julie
(Last)(First)(Middle)
C/O ECOLAB INC.
1 ECOLAB PLACE
(Street)
SAINT PAUL MINNESOTA 55102
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
ECOLAB INC. [ ECL ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/15/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock341.03D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Non-Employee Director Stock Option (Right to Buy)$247.705/15/2026A73208/15/2026(1)05/15/2036Common Stock732$0732D
Non-Employee Director Stock Option$247.705/15/2026A53708/15/2026(1)05/15/2036Common Stock537$0537D
Explanation of Responses:
1. The option will become exercisable, on a cumulative basis, as to 25% of the option shares (excluding any fractional portion less than one share), on the last day of each of the first, second and third three-month periods following its date of grant and as to the remaining shares on the earlier of the last day of the fourth three-month period following its date of grant or the company's next annual meeting date; provided, however, that if a Change in Control of the Company (as that term is defined in the Ecolab Inc. 2001 Non-Employee Director Stock Option and Deferred Compensation Plan) will occur, then the option will become immediately exercisable in full. The date listed in the Date Exercisable column represents the first vesting date.
/s/ Corinne Lawson, as Attorney-in-Fact for Julie P. Whalen05/19/2026
** Signature of Reporting PersonDate
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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did Ecolab (ECL) director Julie Whalen report?

Julie Whalen reported receiving two non-employee director stock option grants and updated her direct common stock holdings. The options cover 1,269 underlying shares at an exercise price of $247.70 per share, and she reports 341.03 common shares owned directly after these awards.

How many Ecolab (ECL) shares are covered by Julie Whalen’s new options?

The filing shows options over 1,269 Ecolab common shares. One grant covers 537 underlying shares and the other 732, both at the same exercise price. These options are compensation awards rather than open-market purchases or sales of existing stock.

What is the exercise price and term of Julie Whalen’s Ecolab (ECL) stock options?

Each option grant has an exercise price of $247.70 per share and expires on May 15, 2036. This means Whalen can choose to exercise the options at that fixed price any time after vesting and before the expiration date, subject to plan terms.

When do Julie Whalen’s Ecolab (ECL) director stock options vest?

The options vest in four installments following the grant date. They become exercisable as to 25% of the shares after each of the first three three-month periods, with the remaining shares vesting after the fourth such period or at the company’s next annual meeting, whichever occurs earlier.

How many Ecolab (ECL) common shares does Julie Whalen hold after these transactions?

The filing reports that Whalen directly owns 341.03 Ecolab common shares after the reported transactions. This figure reflects her direct ownership position as of the transaction date and is separate from the additional shares underlying her newly granted stock options.

What happens to Julie Whalen’s Ecolab (ECL) options if there is a change in control?

The footnote states that upon a qualifying Change in Control of Ecolab, the option becomes immediately exercisable in full. This acceleration provision means all remaining unvested option shares would vest at that time under the plan’s definition of change in control.