Eaton director reports RSU vesting and tax share withholding

Eaton Corp plc director Andre Schulten reported routine equity compensation activity involving restricted stock units and ordinary shares.

Rhea-AI Filing Summary

Eaton Corp plc director Andre Schulten reported routine equity compensation activity involving restricted stock units and ordinary shares. On May 6, 2026, 621 restricted stock units were exercised into 621 ordinary shares, and 150 ordinary shares were disposed of to cover tax obligations.

Schulten also received a new grant of 470 restricted stock units as compensation for Board service, which will vest on the first anniversary of the grant date. Following these transactions, he holds 666 ordinary shares directly and 470 restricted stock units representing contingent rights to receive ordinary shares.

Insider Trade Summary

621 shares exercised/converted

Exercise 4 txns

Insider Schulten Andre

Role Director

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	621	$0.00	$0.00
Grant/Award	Restricted Stock Units	470	$0.00	$0.00
Exercise	Ordinary Shares	621	$0.00	$0.00
Exercise Price or Tax Liability	Ordinary Shares	150	$416.50	$62K

Holdings After Transaction: Restricted Stock Units — 470 contracts (Direct); Ordinary Shares — 666 shares (Direct)

Footnotes (5)

1. F1. The restricted stock units were granted to the reporting person as compensation for the reporting person's service as a member of the Issuer's Board of Directors and vested in their entirety on the first anniversary of the date of grant. Each restricted stock unit represents a contingent right to receive one ordinary share of the Issuer.
2. F2. This field is not applicable.
3. F3. Amount includes restricted stock units acquired pursuant to a dividend equivalent reinvestment feature.
4. F4. The restricted stock units were granted to the reporting person as compensation for the reporting person's service as a member of the Issuer's Board of Directors. These restricted stock units will vest in their entirety on the first anniversary of the grant date. Each restricted stock unit represents a contingent right to receive one ordinary share of the Issuer.
5. F5. Shares have been adjusted to account for reinvested dividends.

Key Figures

RSUs exercised: 621 restricted stock units Tax-withholding shares: 150 ordinary shares New RSU grant: 470 restricted stock units +3 more

6 metrics

RSUs exercised 621 restricted stock units Exercised into 621 ordinary shares on May 6, 2026

Tax-withholding shares 150 ordinary shares Disposed to cover tax obligations at $416.50 per share

New RSU grant 470 restricted stock units Granted as Board compensation, vesting on first anniversary of grant date

Post-transaction holdings 666 ordinary shares Directly held after May 6, 2026 transactions

Post-transaction RSUs 470 restricted stock units Outstanding after new grant on May 6, 2026

Implied tax price $416.50 per share Price per share used for the 150-share tax-withholding disposition

Key Terms

Restricted Stock Units, tax-withholding disposition, derivative exercise/conversion, dividend equivalent reinvestment feature, +1 more

5 terms

Restricted Stock Units financial

"The restricted stock units were granted to the reporting person as compensation for the reporting person's service as a member of the Issuer's Board of Directors"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

tax-withholding disposition financial

"transaction_action: tax-withholding disposition"

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

derivative exercise/conversion financial

"transaction_action: derivative exercise/conversion"

dividend equivalent reinvestment feature financial

"Amount includes restricted stock units acquired pursuant to a dividend equivalent reinvestment feature"

reinvested dividends financial

"Shares have been adjusted to account for reinvested dividends"

Reinvested dividends are payouts a shareholder receives from a company that are automatically used to buy additional shares instead of being taken as cash. For investors this acts like planting dividends back into the portfolio so each future payout can come from a slightly larger holding, helping returns compound over time and showing the difference between income you spend today and total growth of your investment.

FAQ

What insider transactions did Eaton (ETN) director Andre Schulten report?

Andre Schulten reported routine equity compensation transactions. 621 restricted stock units were exercised into ordinary shares, 150 ordinary shares were withheld to satisfy tax obligations, and he received a new grant of 470 restricted stock units for Board service.

How many Eaton (ETN) shares does Andre Schulten hold after this Form 4?

After the reported transactions, Andre Schulten directly holds 666 ordinary shares of Eaton Corp plc and 470 restricted stock units, each representing a contingent right to receive one ordinary share upon vesting, based on the filing disclosures.

What is the nature of the 470 restricted stock units granted to Eaton (ETN) director Andre Schulten?

The 470 restricted stock units were granted as compensation for Schulten’s service on Eaton’s Board. According to the disclosure, these units vest in their entirety on the first anniversary of the grant date and each unit converts into one ordinary share upon vesting.

Why were 150 Eaton (ETN) shares disposed of in Andre Schulten’s Form 4?

The Form 4 identifies the 150-share disposition as a tax-withholding transaction. Shares were delivered to cover tax liabilities associated with the equity award, not as an open-market sale, using the code for payment of tax liability by delivering securities.

Were Andre Schulten’s Eaton (ETN) transactions open-market buys or sells?

No open-market buys or sells are reported. The filing shows derivative exercises of restricted stock units into ordinary shares and a tax-withholding disposition, along with a new restricted stock unit grant, all characterized as compensation-related and administrative transactions.

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

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Accepted by SEC EDGAR 05/08/2026 - 06:12 PM 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^*

Schulten Andre

(Last) (First) (Middle)

1000 EATON BLVD.

(Street)

CLEVELAND OHIO 44122

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Eaton Corp plc [ ETN ]

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)
05/06/2026

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
Ordinary Shares	05/06/2026		M		621	A	$0	816(5)	D
Ordinary Shares	05/06/2026		F		150	D	$416.5	666	D

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 Stock Units	$0.00	05/06/2026		M			621(3)	(1)	(2)	Ordinary Shares	621	$0	0	D
Restricted Stock Units	$0.00	05/06/2026		A		470		(4)	(2)	Ordinary Shares	470	$0	470	D

Explanation of Responses:

1. The restricted stock units were granted to the reporting person as compensation for the reporting person's service as a member of the Issuer's Board of Directors and vested in their entirety on the first anniversary of the date of grant. Each restricted stock unit represents a contingent right to receive one ordinary share of the Issuer.

2. This field is not applicable.

3. Amount includes restricted stock units acquired pursuant to a dividend equivalent reinvestment feature.

4. The restricted stock units were granted to the reporting person as compensation for the reporting person's service as a member of the Issuer's Board of Directors. These restricted stock units will vest in their entirety on the first anniversary of the grant date. Each restricted stock unit represents a contingent right to receive one ordinary share of the Issuer.

5. Shares have been adjusted to account for reinvested dividends.

Remarks:

Power of Attorney is attached hereto as Exhibit 24.

	/s/ Heejin Jun, as Attorney-in-Fact	05/08/2026
	** 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)