Director MacLennan (NYSE: ECL) receives 732 Ecolab stock options

Rhea-AI Filing Summary

Ecolab Inc. director David MacLennan reported an equity compensation update. He received a grant of 732 Non-Employee Director Stock Options, each with an exercise price of $247.70 per share, linked to Ecolab common stock.

The options vest in stages: 25% of the shares on the last day of each of the first three three-month periods after the grant date, with the remaining shares vesting on the earlier of the last day of the fourth three-month period or the company’s next annual meeting date. The options become fully exercisable immediately if a defined Change in Control occurs.

After this report, MacLennan is shown with 25,230.01 Ecolab common shares held directly, plus indirect holdings of 3,500 shares through the Kathleen F. MacLennan Revocable Trust and 709 shares through sibling trusts.

Insider Trade Summary

4 transactions reported

Mixed 4 txns

Insider MacLennan David

Role null

Type	Security	Shares	Price	Value
Grant/Award	Non-Employee Director Stock Option (Right to Buy)	732	$0.00	--
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Non-Employee Director Stock Option (Right to Buy) — 732 shares (Direct, null); Common Stock — 25,230.01 shares (Direct, null); Common Stock — 3,500 shares (Indirect, By Kathleen F. MacLennan Revocable Trust u/a dated 11/07/2002)

Footnotes (1)

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Key Figures

Option grant size: 732 options Option exercise price: $247.70 per share Direct common shares: 25,230.01 shares +4 more

7 metrics

Option grant size 732 options Non-Employee Director Stock Option grant on May 15, 2026

Option exercise price $247.70 per share Exercise price for the 732 director stock options

Direct common shares 25,230.01 shares Direct Ecolab common stock held after reported transactions

Trust-held shares 3,500 shares Indirect holdings via Kathleen F. MacLennan Revocable Trust

Sibling trust shares 709 shares Indirect holdings via sibling’s trusts

First vesting date August 15, 2026 First exercisability date shown for the granted options

Option expiration May 15, 2036 Expiration date for the 732 director stock options

Key Terms

Non-Employee Director Stock Option, Change in Control, Ecolab Inc. 2001 Non-Employee Director Stock Option and Deferred Compensation Plan

3 terms

Non-Employee Director Stock Option financial

"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"

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"

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^*

MacLennan David

(Last) (First) (Middle)

C/O ECOLAB INC.

1 ECOLAB PLACE

(Street)

ST. 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)

X	Director		10% 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)

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								25,230.01	D
Common Stock								3,500	I	By Kathleen F. MacLennan Revocable Trust u/a dated 11/07/2002
Common Stock								709	I	By sibling's trusts

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
Non-Employee Director Stock Option (Right to Buy)	$247.7	05/15/2026		A		732		08/15/2026(1)	05/15/2036	Common Stock	732	$0	732	D

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 David W. MacLennan	05/19/2026
	** 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)

FAQ

What did Ecolab (ECL) director David MacLennan receive in this Form 4?

David MacLennan received a grant of 732 Non-Employee Director Stock Options tied to Ecolab common stock, with an exercise price of $247.70 per share. The filing also updates his direct and indirect Ecolab share holdings as of the reported date.

What is the exercise price and size of David MacLennan’s Ecolab (ECL) option grant?

The grant covers 732 Non-Employee Director Stock Options with an exercise price of $247.70 per share. These options give MacLennan the right to buy Ecolab common stock at that price once they vest and become exercisable over time.

How do David MacLennan’s new Ecolab (ECL) director options vest?

The options vest in four stages. Twenty-five percent of the shares vest on the last day of each of the first three three-month periods after grant. The remaining shares vest on the earlier of the end of the fourth three-month period or the next annual meeting.

What happens to David MacLennan’s Ecolab (ECL) options if there is a Change in Control?

If a Change in Control, as defined in the Ecolab Inc. 2001 Non-Employee Director Stock Option and Deferred Compensation Plan, occurs, the entire option becomes immediately exercisable. This accelerates vesting so all remaining option shares can be exercised at once.

How many Ecolab (ECL) shares does David MacLennan hold after this filing?

After the reported transactions, MacLennan holds 25,230.01 Ecolab common shares directly. He also has indirect holdings of 3,500 shares through the Kathleen F. MacLennan Revocable Trust and 709 shares through sibling trusts, as disclosed in the Form 4.

Are David MacLennan’s new Ecolab (ECL) options a market purchase or compensation grant?

The filing describes the 732 options as a Non-Employee Director Stock Option grant with a transaction code for a grant or award. This indicates a compensation-related award from Ecolab, not an open-market purchase of existing shares.