Ecolab (NYSE: ECL) CFO logs stock award and tax withholding moves

Rhea-AI Filing Summary

Ecolab Inc. chief financial officer Scott D. Kirkland reported equity compensation activity in company common stock. On February 18, 2026, he acquired 9,740 shares through a grant or award at $0 per share and had 3,956.434 shares withheld at $303.15 per share to cover minimum statutory tax obligations upon vesting of performance-based restricted stock units. After these direct transactions, he owned 17,313.412 directly held shares. Footnotes also show 1,455.584 units in the Ecolab Stock Fund of the Ecolab Savings Plan as of January 31, 2026, stated to be equivalent to approximately 2,668 shares of common stock held indirectly.

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

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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^*

Kirkland Scott D

(Last) (First) (Middle)

1 ECOLAB PLACE

(Street)

ST. PAUL MN 55102

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ECOLAB INC. [ ECL ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/18/2026

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	02/18/2026		A		9,740	A	$0	21,269.846	D
Common Stock	02/18/2026		F(1)		3,956.434	D	$303.15	17,313.412	D
Common Stock								1,455.584(2)	I	By Ecolab Savings Plan

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:

1. Reflects the reporting person's payment of minimum statutory tax obligations by withholding shares of Ecolab Common Stock incident to the vesting of performance-based restricted stock units in accordance with Rule 16b-3.

2. Number of UNITS in the Ecolab Stock Fund of the Ecolab Savings Plan (401(k) Plan) as of January 31, 2026. Includes 13.293 UNITS acquired since the reporting person's last report. (The 1,455.584 UNITS are the equivalent of approximately 2,668 SHARES of the issuer's Common Stock.)

	/s/ Corinne Lawson, as Attorney-in-Fact for Scott D. Kirkland	02/20/2026
	** 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 transactions did Ecolab (ECL) CFO Scott D. Kirkland report?

Scott D. Kirkland reported a stock grant and related tax withholding. He acquired 9,740 shares of Ecolab common stock on February 18, 2026, then had 3,956.434 shares withheld at $303.15 per share to satisfy minimum statutory tax obligations tied to vesting performance-based restricted stock units.

Did Ecolab CFO Scott D. Kirkland buy or sell ECL shares on the open market?

The reported activity reflects equity compensation and tax withholding, not open-market trading. Kirkland received 9,740 shares as a grant and 3,956.434 shares were withheld at $303.15 per share to pay tax obligations associated with vesting performance-based restricted stock units under Rule 16b-3.

How many Ecolab (ECL) shares does Scott D. Kirkland hold after these Form 4 transactions?

Following the February 18, 2026 transactions, Kirkland directly owned 17,313.412 Ecolab common shares. A footnote also reports 1,455.584 units in the Ecolab Stock Fund of the Ecolab Savings Plan as of January 31, 2026, stated as equivalent to approximately 2,668 additional shares held indirectly.

What does the tax-withholding transaction on Ecolab (ECL) stock represent for the CFO?

The tax-withholding transaction represents payment of minimum statutory tax obligations. Ecolab withheld 3,956.434 shares of common stock at $303.15 per share when performance-based restricted stock units vested, as allowed under Rule 16b-3, rather than a discretionary sale initiated by Scott D. Kirkland.

How are Ecolab (ECL) shares held through the Ecolab Savings Plan reported for the CFO?

Ecolab reports these holdings as units in the Ecolab Stock Fund within its 401(k) plan. As of January 31, 2026, Kirkland held 1,455.584 units, including 13.293 units acquired since his last report, described as equivalent to approximately 2,668 shares of Ecolab common stock indirectly owned.