Small RSU dividend-equivalent grant to ESCO Technologies (NYSE: ESE) director

Rhea-AI Filing Summary

ESCO Technologies director Vinod M. Khilnani acquired 0.1961 Restricted Share Units as a grant tied to dividend equivalents on his existing RSU holdings. Each RSU equals one share of Common Stock and will generally be settled in stock or cash when the underlying RSUs vest or upon his service termination.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider KHILNANI VINOD M

Role null

Type	Security	Shares	Price	Value
Grant/Award	Restricted Share Units	0.196	$314.92	$61.76

Holdings After Transaction: Restricted Share Units — 772.196 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

RSUs granted: 0.1961 RSUs RSUs after grant: 772.1961 RSUs Dividend-equivalent value reference: $314.92 per RSU +2 more

5 metrics

RSUs granted 0.1961 RSUs Dividend-equivalent RSU grant on 2026-04-17

RSUs after grant 772.1961 RSUs Total Restricted Share Units following transaction

Dividend-equivalent value reference $314.92 per RSU Price per unit referenced in the RSU transaction

RSU exercise price $0.00 Conversion or exercise price for Restricted Share Units

Underlying shares 0.1961 Common shares Common Stock underlying the new RSUs

Key Terms

Restricted Share Units, in lieu of cash dividends, economic equivalent of one share of Common Stock, unvested shares, +1 more

5 terms

Restricted Share Units financial

"Restricted Share Units (RSUs) issued in lieu of cash dividends on the RSUs held by the reporting person"

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.

in lieu of cash dividends financial

"RSUs issued in lieu of cash dividends on the RSUs held by the reporting person on the payment date"

economic equivalent of one share of Common Stock financial

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

unvested shares financial

"A portion of the RSU representing dividends on unvested shares becomes payable in Common Stock and/or cash"

termination of the reporting person's service as a director financial

"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"

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^*

KHILNANI VINOD M

(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		0.1961		(1)	(1)	Common Stock	0.1961	$314.92	772.1961	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 insider transaction did ESCO Technologies (ESE) report for Vinod Khilnani?

ESCO Technologies reported that director Vinod M. Khilnani received 0.1961 Restricted Share Units as a grant. These RSUs were issued in lieu of cash dividends on his existing RSUs and represent additional compensation rather than an open-market share purchase or sale.

How many Restricted Share Units does Vinod Khilnani hold after this ESCO Technologies grant?

After this grant, Vinod M. Khilnani holds a total of 772.1961 Restricted Share Units. This filing shows only a small incremental award of 0.1961 RSUs, reflecting dividend equivalents credited on his previously granted RSU balance as a director.

What are ESCO Technologies RSUs issued in lieu of cash dividends?

RSUs issued in lieu of cash dividends credit additional units instead of paying cash when dividends are declared. For ESCO Technologies, these RSUs mirror dividend payments on unvested awards, adding fractional RSUs that track the value of Common Stock until vesting or distribution events.

When will Vinod Khilnani’s new ESCO Technologies RSUs become payable?

A portion of these RSUs tied to dividends on unvested shares becomes payable when the underlying RSUs vest or when those shares are distributed. Any remaining RSUs generally become payable upon, or in installments beginning upon, his termination of service as an ESCO Technologies director.

Do these ESCO Technologies RSUs equal shares of Common Stock?

Each RSU in this filing is the economic equivalent of one share of ESCO Technologies Common Stock. While they do not immediately deliver shares, they are designed to pay out in Common Stock and/or cash at vesting or other distribution events defined in the director’s compensation arrangements.