ESCO director receives dividend-linked RSU grant

Hess Janice L. reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

Hess Janice L. reported acquisition or exercise transactions in this Form 4 filing.

ESCO Technologies Inc. director Janice L. Hess received a small grant of additional Restricted Share Units (RSUs) linked to dividend payments. The award covers 0.2506 RSUs, each economically equivalent to one share of common stock, bringing her directly held RSU balance to 986.7601 units.

The RSUs were issued in lieu of cash dividends on RSUs she already holds. Portions related to unvested shares will be paid in common stock or cash when those underlying shares vest or are distributed, while remaining RSUs are settled in common stock when her board service ends or at a designated time.

Insider Trade Summary

Grant/Award: 0.2506 shares

Grant/Award 1 txn

Insider Hess Janice L.

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Restricted Share Units	0.2506	$314.92	$78.92

Holdings After Transaction: Restricted Share Units — 986.7601 contracts (Direct)

Footnotes (1)

1. F1. 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.

Key Figures

RSUs granted: 0.2506 RSUs RSU balance after transaction: 986.7601 RSUs RSU reference price: $314.9200 per unit +1 more

4 metrics

RSUs granted 0.2506 RSUs Dividend-equivalent RSUs granted on 2026-04-17

RSU balance after transaction 986.7601 RSUs Total Restricted Share Units held directly after grant

RSU reference price $314.9200 per unit Reference price per RSU shown in Form 4

Conversion price $0.0000 Conversion or exercise price for the RSUs

Key Terms

Restricted Share Units, RSUs, economic equivalent, common stock, +1 more

5 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.

RSUs financial

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

RSUs, or restricted stock units, are a form of company shares given to employees as part of their compensation. They are typically awarded with certain restrictions, such as a waiting period before they can be fully owned or sold, similar to earning a gift that becomes fully yours over time. For investors, RSUs can impact a company's stock offerings and reflect how much the company relies on stock-based incentives to attract and retain talent.

economic equivalent financial

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

common stock financial

"becomes payable in common stock upon, or at the election of the reporting person"

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

dividends on unvested shares financial

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

FAQ

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

What insider transaction did ESCO Technologies (ESE) report for Janice L. Hess?

ESCO Technologies reported that director Janice L. Hess received 0.2506 Restricted Share Units (RSUs). These RSUs were granted in lieu of cash dividends on RSUs she already holds and are economically equivalent to the company’s common stock.

How many Restricted Share Units does Janice L. Hess hold after this ESCO (ESE) Form 4?

After this transaction, Janice L. Hess directly holds 986.7601 Restricted Share Units. Each RSU represents the economic equivalent of one share of ESCO Technologies common stock, providing equity-based compensation tied to her board service.

Why did ESCO Technologies issue 0.2506 RSUs to Janice L. Hess?

The 0.2506 RSUs were issued in lieu of cash dividends on RSUs already held by Janice L. Hess. Instead of receiving cash dividends, she received additional RSUs that mirror the value of ESCO Technologies common stock on the dividend payment date.

When do the new ESCO Technologies RSUs for Janice L. Hess become payable?

A portion of the RSUs related to unvested shares becomes payable in common stock and/or cash when the underlying shares vest or are distributed. Any remaining RSUs are payable in common stock upon, or in installments beginning upon, the end of her board service or another designated time.

Are the ESCO Technologies RSUs granted to Janice L. Hess the same as common stock?

Each RSU is described as the economic equivalent of one share of ESCO Technologies common stock. However, RSUs are rights to receive shares or cash in the future rather than immediate share ownership, and their payment timing depends on vesting and service conditions.

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

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Accepted by SEC EDGAR 04/20/2026 - 10:20 AM EDT Learn about SEC filing dates

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^*

Hess Janice 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		0.2506		(1)	(1)	Common Stock	0.2506	$314.92	986.7601	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)