ESCO Technologies (NYSE: ESE) director credited with dividend RSUs

Rhea-AI Filing Summary

ESCO Technologies director reports small RSU credit from dividends. Director Robert J. Phillippy received 7.4676 Restricted Share Units on January 16, 2026, recorded as an acquisition under code "A." These RSUs were issued in lieu of cash dividends on RSUs he already held, and each unit is economically equivalent to one share of ESCO Technologies common stock. The dividend-related RSUs were valued at $218.58 per unit and increase his directly held RSU balance to 20,410.73 units. Portions of these RSUs tied to unvested awards will generally be settled in stock and/or cash when the underlying shares vest or are distributed, while remaining RSUs become payable upon or after his service as a director ends, based on prior elections.

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

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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^*

PHILLIPPY ROBERT J

(Last) (First) (Middle)

C/O ESCO TECHNOLOGIES INC.

645 MARYVILLE CENTRE DR., SUITE 300

(Street)

ST LOUIS MO 63141

(City) (State) (Zip)

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)

3. Date of Earliest Transaction (Month/Day/Year)
01/16/2026

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

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)	01/16/2026		A		7.4676		(1)	(1)	Common Stock	7.4676	$218.58	20,410.73	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	01/20/2026
	** 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.

FAQ

What insider transaction did ESCO Technologies (ESE) report for Robert J. Phillippy?

ESCO Technologies reported that director Robert J. Phillippy acquired 7.4676 Restricted Share Units (RSUs) on January 16, 2026. The transaction is coded "A" for acquisition and reflects additional RSUs credited to him.

Why did Robert J. Phillippy receive 7.4676 RSUs in this ESCO Technologies (ESE) Form 4?

The 7.4676 RSUs were issued in lieu of cash dividends on RSUs already held by Robert J. Phillippy on the dividend payment date. Instead of receiving a cash dividend, he was credited with additional RSUs that are economically equivalent to ESCO common stock.

How many ESCO Technologies (ESE) RSUs does Robert J. Phillippy hold after this transaction?

After the dividend-equivalent RSU credit, Robert J. Phillippy beneficially owns 20,410.73 Restricted Share Units, all reported as direct ownership. These RSUs represent a right to receive ESCO Technologies common stock or cash in the future as described in the plan.

At what value were the new ESCO Technologies (ESE) RSUs recorded in this filing?

The 7.4676 Restricted Share Units were recorded at a price of $218.58 per unit. This reflects the value used for reporting purposes in the Form 4 for the RSUs issued as dividend equivalents.

When do Robert J. Phillippys ESCO Technologies (ESE) RSUs become payable?

The footnote explains that RSUs representing dividends on unvested shares become payable in common stock and/or cash when the underlying shares vest, or at the same time the underlying shares are distributed if he has elected that. Any remaining RSUs generally become payable in common stock upon or, at his election, in installments beginning upon the termination of his service as a director or at an earlier time he designated.

Is this ESCO Technologies (ESE) Form 4 transaction a sale of shares by Robert J. Phillippy?

No. The Form 4 shows an acquisition of 7.4676 Restricted Share Units coded "A," issued as dividend equivalents on RSUs he already owns. There is no sale of ESCO Technologies common stock reported in this excerpt.