Emerson Electric: Train receives 20,126 award shares

The award payout was based on achievement of financial targets for the performance period ended September 30, 2026.

Available on EDGAR 11/04/2026 - 05:47 PM EST Accepted by SEC EDGAR 11/04/2026 - 05:47 PM EST Learn about SEC filing dates

Rhea-AI Filing Summary

Emerson Electric Co. (EMR) SVP & Chief Sustain Officer Michael H. Train acquired 20,126 common shares on November 2, 2026, through payout of earned units under a performance share award. The payout reflected achievement of financial targets for the performance period ended September 30, 2026. He had 8,866 shares withheld for required minimum taxes that day, at a fair market value of $167.95 per share, and 2,223 shares withheld November 3 for required minimum taxes on a previously reported stock grant, at a fair market value of $166.425 per share. Separate indirect holdings listed 12,758.86 shares in a 401(k) plan and 1,395 shares in a 401(k) excess plan as of November 2, 2026.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Train Michael H.

Role SVP & Chief Sustain Officer

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock F5, F6	2,223	$166.425	$370K
Grant/Award	Common Stock F1, F2	20,126	--	--
Tax Withholding	Common Stock F3, F4	8,866	$167.95	$1.49M
Holding	Common Stock	--	--	--
Holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 247,553 shares (Direct); Common Stock — 12,758.86 shares (Indirect, 401(k) plan); Common Stock — 1,395 shares (Indirect, 401(k) excess plan)

Footnotes (6)

1. F1. Acquisition of shares pursuant to Rule 16b-3 upon payout of 20,126 earned units under a performance share award under a shareholder-approved benefit plan. The payout was based on the level of achievement of financial targets for the performance period ended September 30, 2026.
2. F2. Price is not applicable to the acquisition described in Note 1.
3. F3. Shares withheld for required minimum taxes upon vesting of units under a performance share award described in Note 1.
4. F4. Fair market value on date of withholding described in Note 3.
5. F5. Shares withheld for required minimum taxes upon vesting of previously reported stock grant under shareholder approved benefit plan exempt pursuant to Rule 16b-3.
6. F6. Fair market value on date of withholding described in Note 5.

Key Figures

Shares acquired under performance share award: 20,126 shares Shares withheld for required minimum taxes: 8,866 shares Fair market value per share: $167.95 per share +4 more

7 metrics

Shares acquired under performance share award 20,126 shares Payout on November 2, 2026

Shares withheld for required minimum taxes 8,866 shares November 2, 2026

Fair market value per share $167.95 per share Withholding on November 2, 2026

Shares withheld for required minimum taxes 2,223 shares November 3, 2026; previously reported stock grant

Fair market value per share $166.425 per share Withholding on November 3, 2026

Indirect shares in 401(k) plan 12,758.86 shares As of November 2, 2026

Indirect shares in 401(k) excess plan 1,395 shares As of November 2, 2026

Key Terms

performance share award, Rule 16b-3, fair market value

3 terms

performance share award technical

"earned units under a performance share award"

A performance share award is a type of executive or employee pay that grants company stock only if predefined performance goals are met over a set period. Think of it as a bonus paid in shares—similar to a savings payout that arrives only if certain targets are hit—so it aligns management incentives with company results and can affect future share count and shareholder value. Investors watch these awards because they influence executive behavior, potential dilution of shares, and signals about expected performance.

Rule 16b-3 regulatory

"pursuant to Rule 16b-3 upon payout"

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.

fair market value financial

"Fair market value on date of withholding"

The price a willing buyer and a willing seller would agree on for an asset or security when neither is under pressure and both have access to the same information. Think of it as the market’s neutral estimate of what something is worth, like the price two neighbors would settle on for a car after comparing similar listings. Investors care because fair market value guides buying and selling decisions, tax reporting, portfolio valuation, and how accurately company assets are reflected in financial statements.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many EMR shares did Michael H. Train acquire and have withheld?

Michael H. Train acquired 20,126 common shares on November 2, 2026, through a performance-share award payout. The transactions also report 8,866 shares withheld for required minimum taxes that day at a fair market value of $167.95 per share, plus 2,223 shares withheld on November 3 at a fair market value of $166.425 per share from a previously reported stock grant.

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

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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^*

Train Michael H.

(Last) (First) (Middle)

C/O EMERSON ELECTRIC CO.

8027 FORSYTH BLVD.

(Street)

ST. LOUIS MISSOURI 63105

(City) (State) (Zip)

UNITED STATES

(Country)

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

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP & Chief Sustain Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
11/02/2026

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	11/02/2026		A(1)		20,126(1)	A	(2)	258,642	D
Common Stock	11/02/2026		F(3)		8,866(3)	D	$167.95(4)	249,776	D
Common Stock	11/03/2026		F(5)		2,223(5)	D	$166.425(6)	247,553	D
Common Stock								12,758.86	I	401(k) plan
Common Stock								1,395	I	401(k) excess 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. Acquisition of shares pursuant to Rule 16b-3 upon payout of 20,126 earned units under a performance share award under a shareholder-approved benefit plan. The payout was based on the level of achievement of financial targets for the performance period ended September 30, 2026.

2. Price is not applicable to the acquisition described in Note 1.

3. Shares withheld for required minimum taxes upon vesting of units under a performance share award described in Note 1.

4. Fair market value on date of withholding described in Note 3.

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

6. Fair market value on date of withholding described in Note 5.

Remarks:

	/s/ John A. Sperino, Attorney-in-Fact for Michael H. Train	11/04/2026
	** 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)