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Ecolab Inc. (NYSE: ECL) SVP Bradway vests 6,457 RSUs, covers taxes

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Form Type
4

Rhea-AI Filing Summary

ECOLAB INC. executive Jennifer J. Bradway, SVP & Corporate Controller, reported the vesting of 6,457 restricted stock units granted on August 3, 2022. On August 3, 2026 these units converted into an equal number of common shares on a one-for-one basis. To satisfy tax obligations, 2,944.392 shares of common stock were withheld at $278.79 per share under Rule 16b-3, with the remaining shares delivered to her direct holdings. A portion of her direct position, 32.363 shares, arises from automatic dividend reinvestment.

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Insider Bradway Jennifer J
Role SVP & CORPORATE CONTROLLER
Type Security Shares Price Value
Exercise Restricted Stock Units F4, F1 6,457 $0.00 $0.00
Exercise Common Stock F1, F2 6,457 -- --
Tax Withholding Common Stock F3 2,944.392 $278.79 $821K
Holdings After Transaction: Restricted Stock Units — 0 shares (Direct); Common Stock — 9,603.245 shares (Direct)
Footnotes (4)
  1. F1. On August 3, 2022, the reporting person was granted 6,457 restricted stock units, vesting as to 100% of the units on the fourth anniversary of the date of grant.
  2. F2. The total includes 32.363 shares resulting from automatic dividend reinvestment in transactions exempt pursuant to Rule 16a-11 under Section 16 of the Securities Exchange Act of 1934.
  3. F3. Reflects the reporting person's payment of minimum statutory tax obligations by withholding shares of Ecolab Common Stock incident to the vesting of restricted stock units in accordance with Rule 16b-3.
  4. F4. Restricted stock units convert into common stock on a one-for-one basis.
RSUs vested and converted 6,457 units Restricted stock units granted August 3, 2022 and vested August 3, 2026, converting into common stock one-for-one.
Shares withheld for taxes 2,944.392 shares Common shares withheld incident to RSU vesting to satisfy minimum statutory tax obligations.
Tax withholding price $278.79 per share Per-share value used for Ecolab common stock withheld to satisfy tax obligations.
Dividend reinvestment shares 32.363 shares Portion of direct holdings arising from automatic dividend reinvestment transactions exempt under Rule 16a-11.
Restricted stock units financial
"the reporting person was granted 6,457 restricted stock units, vesting as to 100%"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
automatic dividend reinvestment financial
"The total includes 32.363 shares resulting from automatic dividend reinvestment"
minimum statutory tax obligations financial
"payment of minimum statutory tax obligations by withholding shares of Ecolab Common Stock"
Rule 16b-3 regulatory
"withholding shares of Ecolab Common Stock incident to the vesting of restricted stock units in accordance with Rule 16b-3"
Rule 16b-3 is a Securities and Exchange Commission regulation that exempts certain routine, pre-approved transactions by company insiders from automatic liability for short-term trading profits. It acts like a safe harbor: if an insider follows a formal plan or the board approves specific transactions in advance, profits from buying and selling company stock within six months are not automatically reclaimed. Investors care because the rule clarifies when insider trades are permissible and reduces uncertainty about potential clawbacks.
Section 16 of the Securities Exchange Act of 1934 regulatory
"transactions exempt pursuant to Rule 16a-11 under Section 16 of the Securities Exchange Act of 1934"
A provision of federal securities law that requires company insiders—directors, officers and large shareholders—to publicly report their stock holdings and trades and to surrender any “short-swing” profits from purchases and sales within a six-month window. It acts like a rule that forces leaders to announce their trades and prevents quick buy-sell windfalls, giving investors transparency into insider activity and reducing opportunities for unfair gain.

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

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FAQ

What equity award activity did Ecolab (ECL) disclose for Jennifer J. Bradway?

Jennifer J. Bradway had 6,457 restricted stock units granted on August 3, 2022 vest on August 3, 2026, converting into 6,457 shares of Ecolab common stock on a one-for-one basis as part of her equity compensation.

How many Ecolab (ECL) shares were withheld to cover Jennifer Bradway's taxes, and at what price?

To cover tax obligations from the RSU vesting, 2,944.392 shares of Ecolab common stock were withheld at $278.79 per share. This withholding reflects payment of minimum statutory tax obligations in shares rather than cash.

What is the conversion ratio for Jennifer Bradway's Ecolab (ECL) restricted stock units?

The restricted stock units convert into Ecolab common stock on a one-for-one basis. That means each vested RSU delivers one share of common stock when it settles, matching the 6,457 units to 6,457 shares conversion reported.

Did Jennifer Bradway's Ecolab (ECL) Form 4 report any open-market stock purchases or sales?

No open-market purchases or sales were reported. The Form 4 shows a derivative conversion of 6,457 RSUs into common stock and a disposition of 2,944.392 shares solely through withholding to satisfy tax obligations related to the vesting event.

How does dividend reinvestment affect Jennifer Bradway's Ecolab (ECL) shareholdings?

Her direct holdings include 32.363 shares that resulted from automatic dividend reinvestment. These shares were acquired through transactions exempt under Rule 16a-11 and are part of her reported common stock position associated with prior dividend payments.

Were Jennifer Bradway's Ecolab (ECL) transactions made under a Rule 10b5-1 trading plan?

The disclosure indicates the Rule 10b5-1 checkbox was not selected, so these transactions are not affirmed as occurring under a pre-arranged 10b5-1 trading plan. They stem from scheduled RSU vesting and related tax share withholding.
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*
Bradway Jennifer J

(Last)(First)(Middle)
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)
Director10% Owner
XOfficer (give title below)Other (specify below)
SVP & CORPORATE CONTROLLER
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/03/2026
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 Stock08/03/202608/03/2026M6,457A(1)12,547.637(2)D
Common Stock08/03/202608/03/2026F(3)2,944.392D$278.799,603.245D
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
Restricted Stock Units(4)08/03/202608/03/2026M6,45708/03/2026(1)08/03/2026(1)Common Stock6,457$00D
Explanation of Responses:
1. On August 3, 2022, the reporting person was granted 6,457 restricted stock units, vesting as to 100% of the units on the fourth anniversary of the date of grant.
2. The total includes 32.363 shares resulting from automatic dividend reinvestment in transactions exempt pursuant to Rule 16a-11 under Section 16 of the Securities Exchange Act of 1934.
3. Reflects the reporting person's payment of minimum statutory tax obligations by withholding shares of Ecolab Common Stock incident to the vesting of restricted stock units in accordance with Rule 16b-3.
4. Restricted stock units convert into common stock on a one-for-one basis.
Remarks:
/s/ Corinne Lawson, as Attorney-in-Fact for Jennifer J. Bradway08/04/2026
** 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)