EMR CEO tax withholding: 10,016 shares; 308,877 shares direct

Rhea-AI Filing Summary

Emerson Electric (EMR) CEO and Director Surendralal L. Karsanbhai reported a Form 4 administrative transaction. On 11/06/2025, 10,016 shares of common stock were withheld to cover required minimum taxes upon vesting of a previously reported stock grant (Code F under Rule 16b-3) at a fair market value of $132.705 per share.

Following this withholding, he beneficially owns 308,877 shares directly, plus indirect holdings including 164,957.0331 by trust, 2,485.557 in a 401(k) excess plan II, 660.54 in a 401(k) plan, 49.434 in a 401(k) excess plan, and 453.26 each in custodian accounts for a daughter and a son.

Insights

Securities compliance analyst

Routine tax-withholding entry; no open‑market sale.

The reported Code F transaction reflects shares withheld to satisfy tax obligations upon vesting of a prior stock grant under a shareholder‑approved plan, as permitted by Rule 16b-3. This is not a discretionary market sale and does not change the grant’s economics beyond withholding.

The filing lists a fair market value of $132.705 on 11/06/2025 for the 10,016 withheld shares and updates post‑transaction holdings. The direct position stands at 308,877 shares, with additional indirect accounts specified. This is a standard administrative update; investment thesis impact is neutral.

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^*

Karsanbhai Surendralal Lanca

(Last) (First) (Middle)

C/O EMERSON ELECTRIC CO.

8027 FORSYTH BLVD.

(Street)

ST. LOUIS MO 63105

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
EMERSON ELECTRIC CO [ EMR ]

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President & CEO

3. Date of Earliest Transaction (Month/Day/Year)
11/06/2025

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	11/06/2025		F(1)		10,016(1)	D	$132.705(2)	308,877	D
Common Stock								453.26	I	Custodian Account for Daughter
Common Stock								453.26	I	Custodian Account for Son
Common Stock								164,957.0331	I	By Trust
Common Stock								660.54	I	401(k) plan
Common Stock								49.434	I	401(k) excess plan
Common Stock								2,485.557	I	401(k) excess plan II

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. Shares withheld for required minimum taxes upon vesting of previously reported stock grant under shareholder approved benefit plan exempt pursuant to Rule 16b-3.

2. Fair market value on date of withholding described in Note 1.

Remarks:

	/s/ John A. Sperino, Attorney-in-Fact for Surendralal Lanca Karsanbhai	11/10/2025
	** 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 did EMR’s CEO report on this Form 4?

A Code F transaction where 10,016 shares were withheld for taxes upon vesting of a previously reported stock grant at $132.705 per share on 11/06/2025.

Was there an open-market sale by EMR’s CEO?

No. Code F indicates shares withheld for taxes related to vesting under Rule 16b-3, not an open-market sale.

How many EMR shares does the CEO hold directly after the transaction?

He directly holds 308,877 shares following the reported withholding.

What was the price used for the tax withholding?

The filing states the fair market value of $132.705 per share on the date of withholding.

What indirect EMR holdings are listed for the CEO?

Indirect holdings include 164,957.0331 by trust; 2,485.557 in a 401(k) excess plan II; 660.54 in a 401(k) plan; 49.434 in a 401(k) excess plan; and 453.26 each in custodian accounts for a daughter and a son.

What is Code F on Form 4?

Code F denotes tax withholding of shares upon vesting or exercise, typically under a shareholder‑approved plan and exempt under Rule 16b-3.