Fluor (FLR) CFO boosts stake with 15,801-share performance unit award

Rhea-AI Filing Summary

Fluor Corp’s chief financial officer, John C. Regan, increased his direct stake through an equity award. He acquired 15,801 shares of common stock at no cost on the settlement of performance units granted in 2023 after a three-year performance period. Each performance unit converts into one share of Fluor common stock, bringing his direct holdings to 100,482 shares. This reflects the earning of prior performance-based compensation rather than an open-market purchase.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Regan John C

Role CHIEF FINANCIAL OFFICER

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	15,801	$0.00	--

Holdings After Transaction: Common Stock — 100,482 shares (Direct)

Footnotes (1)

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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^*

Regan John C

(Last) (First) (Middle)

C/O FLUOR CORPORATION

6700 LAS COLINAS BLVD

(Street)

IRVING TX 75039

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
FLUOR CORP [ FLR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CHIEF FINANCIAL OFFICER

3. Date of Earliest Transaction (Month/Day/Year)
02/16/2026

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
Common Stock	02/16/2026		A		15,801(1)	A	$0	100,482	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

Explanation of Responses:

1. This amount represents earned performance units that were granted in 2023, subject to a three-year performance period, and were earned upon the determination that the performance criteria had been met. Each performance unit represents the contingent right to receive one share of Fluor common stock.

	/s/ Eric P. Helm by Power of Attorney	02/18/2026
	** 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 Fluor (FLR) report on this Form 4?

Fluor reported that its chief financial officer, John C. Regan, acquired 15,801 shares of common stock. These shares came from earned performance units granted in 2023, not from open-market purchases, and were issued at no cost when performance criteria were determined to be met.

How many Fluor (FLR) shares did the CFO acquire and at what price?

The CFO acquired 15,801 shares of Fluor common stock at a reported price of $0.00 per share. The shares were issued as stock settlement of earned performance units, reflecting previously granted performance-based compensation rather than a cash purchase on the open market.

What is John C. Regan’s Fluor (FLR) share ownership after this Form 4?

After this equity award, John C. Regan directly owns 100,482 shares of Fluor common stock. This total includes the 15,801 shares issued upon earning performance units, increasing his direct ownership position as reported in the Form 4 insider transaction filing.

Were the new Fluor (FLR) shares bought on the open market by the CFO?

No, the shares were not bought on the open market. They were issued to the CFO at no cost when 2023 performance units vested after a three-year performance period, following determination that Fluor’s performance conditions for the award had been satisfied.

What are the performance units mentioned in the Fluor (FLR) Form 4 filing?

The performance units are 2023 grants that convert into Fluor common stock if performance goals are met over a three-year period. Each performance unit represents a contingent right to receive one share, which the CFO received once the performance criteria were determined to have been achieved.