Director Valdez of ESCO Technologies (ESE) granted dividend-equivalent RSUs

Rhea-AI Filing Summary

Valdez Gloria L reported acquisition or exercise transactions in this Form 4 filing.

ESCO Technologies director Gloria L. Valdez received a grant of 2.1441 Restricted Share Units (RSUs) on April 17, 2026. These RSUs were issued in lieu of cash dividends on RSUs she already holds, with each RSU economically equivalent to one share of common stock.

A portion of these dividend-equivalent RSUs will be paid in common stock and/or cash when the underlying RSUs vest or are distributed, depending on her prior elections. Any remaining RSUs become payable in common stock upon or, at her election, after her service as a director ends. Following this award, she holds a total of 8,442.2403 RSUs directly.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Valdez Gloria L

Role null

Type	Security	Shares	Price	Value
Grant/Award	Restricted Share Units	2.144	$314.92	$675.22

Holdings After Transaction: Restricted Share Units — 8,442.24 shares (Direct, null)

Footnotes (1)

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Key Figures

RSUs granted: 2.1441 RSUs Implied RSU value: $314.9200 per unit Total RSUs after grant: 8,442.2403 RSUs +1 more

4 metrics

RSUs granted 2.1441 RSUs Dividend-equivalent grant on April 17, 2026

Implied RSU value $314.9200 per unit Reference price per RSU on grant

Total RSUs after grant 8,442.2403 RSUs Holdings following April 17, 2026 transaction

RSU-to-share ratio 1 RSU : 1 share Each RSU equals one share of common stock economically

Key Terms

Restricted Share Units, economic equivalent of one share of Common Stock, cash dividends, vest

4 terms

Restricted Share Units financial

"Restricted Share Units (RSUs) issued in lieu of cash dividends"

Restricted share units (RSUs) are a promise from a company to give an employee or service provider actual shares or cash equal to the shares after certain conditions are met, typically staying with the company for a set time or hitting performance targets. Think of them like a time-locked gift card that becomes usable only after you’ve earned it. For investors, RSUs matter because they align employee incentives with company performance and can increase the number of shares outstanding over time, diluting existing ownership and affecting earnings per share.

economic equivalent of one share of Common Stock financial

"Each RSU is the economic equivalent of one share of Common Stock"

cash dividends financial

"RSUs issued in lieu of cash dividends on the RSUs held"

vest financial

"portion of the RSU representing dividends on unvested shares becomes payable"

A vest is the process by which an employee earns the right to receive certain benefits or ownership interests, such as stock or retirement funds, over time. It’s similar to earning a reward gradually, ensuring that the benefit becomes fully yours only after a set period or meeting specific conditions. This makes it important for investors because it determines when they can actually claim or use those benefits.

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^*

Valdez Gloria L

(Last) (First) (Middle)

C/O ESCO TECHNOLOGIES INC.

645 MARYVILLE CENTRE DR., SUITE 300

(Street)

ST LOUIS MISSOURI 63141

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
ESCO TECHNOLOGIES INC [ ESE ]

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)
04/17/2026

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

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
Restricted Share Units	(1)	04/17/2026		A		2.1441		(1)	(1)	Common Stock	2.1441	$314.92	8,442.2403	D

Explanation of Responses:

1. Restricted Share Units (RSUs) issued in lieu of cash dividends on the RSUs held by the reporting person on the payment date. Each RSU is the economic equivalent of one share of Common Stock. A portion of the RSU representing dividends on unvested shares becomes payable in Common Stock and/or cash when the underlying shares vest, or concurrently with the distribution of the underlying shares if the reporting person has so designated. Any remaining RSUs become payable in common stock upon, or at the election of the reporting person in installments beginning upon, the termination of the reporting person's service as a director or such earlier time as the reporting person may have designated.

Remarks:

Power of Attorney on file

	/s/ Jeffrey D Fisher, Attorney-in-Fact	04/20/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What did ESCO Technologies (ESE) director Gloria L. Valdez report on this Form 4?

Gloria L. Valdez reported receiving 2.1441 Restricted Share Units. These RSUs were issued on April 17, 2026, as dividend equivalents on RSUs she already holds and are economically equivalent to shares of ESCO Technologies common stock.

How many RSUs does Gloria L. Valdez hold after this ESCO Technologies (ESE) transaction?

After the transaction, Gloria L. Valdez holds 8,442.2403 RSUs. This total reflects the addition of 2.1441 dividend-equivalent RSUs granted on April 17, 2026, in connection with cash dividends on previously held RSUs.

Why did ESCO Technologies (ESE) grant 2.1441 RSUs instead of paying cash dividends?

The 2.1441 RSUs were issued in lieu of cash dividends. They represent dividend equivalents on RSUs already held by Gloria L. Valdez, providing the economic value of cash dividends through additional RSUs tied to ESCO Technologies common stock.

When will the new RSUs for ESCO Technologies (ESE) director Valdez be paid out?

A portion of the RSUs becomes payable when the underlying RSUs vest or are distributed. Any remaining RSUs will be paid in common stock upon, or in installments after, the end of her service as a director, based on her elections.

Are the ESCO Technologies (ESE) RSUs granted to Gloria L. Valdez equivalent to common stock?

Each Restricted Share Unit is economically equivalent to one share of common stock. While RSUs are not shares until settled, they track the value of ESCO Technologies stock and are ultimately payable in common stock and/or cash as specified.