Flowserve (NYSE: FLS) director adds phantom stock through deferred pay

Rhea-AI Filing Summary

Flowserve Corporation director Ruby R. Chandy reported an acquisition of phantom stock as part of board compensation. On February 11, 2026, she received 69 units of phantom stock at an indicated value of $87.37 per unit, bringing her total directly held phantom stock to 33,193 units.

Each phantom stock unit is the economic equivalent of one share of Flowserve common stock and reflects director fees deferred under the company’s deferred compensation plan. These phantom stock units will be paid out in shares of common stock when she ceases serving on the board.

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

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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^*

CHANDY RUBY R

(Last) (First) (Middle)

1808 DELANCEY ST.

(Street)

PHILADELPHIA PA 19103

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
FLOWSERVE CORP [ FLS ]

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)
02/11/2026

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
Phantom Stock	(1)	02/11/2026		A		69		(2)	(2)	Common Stock	69	$87.37	33,193	D

Explanation of Responses:

1. Each share of phantom stock is the economic equivalent of one share of common stock, and represents director compensation deferred in the form of common stock pursuant to the issuer's deferred compensation plan.

2. The shares of phantom stock become payable in the form of common stock upon the reporting person's termination of service as a member of the issuer's board of directors.

Remarks:

	/s/ Shakeeb U. Mir, attorney-in-fact	02/12/2026
	** 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 Flowserve (FLS) report for Ruby R. Chandy?

Flowserve reported that director Ruby R. Chandy acquired 69 units of phantom stock on February 11, 2026. This was a grant under the company’s deferred compensation plan, reflecting director fees taken in stock-equivalent form rather than cash, not an open-market stock purchase or sale.

How many phantom stock units does Ruby R. Chandy hold after this Form 4 filing for FLS?

After the reported transaction, Ruby R. Chandy beneficially owns 33,193 phantom stock units directly. This total incorporates the 69 new units granted on February 11, 2026, and represents her accumulated deferred director compensation in stock-equivalent form tied to Flowserve’s common shares.

What is phantom stock in the context of Flowserve (FLS) director compensation?

For Flowserve, each phantom stock unit is economically equal to one share of common stock. It represents director compensation deferred into stock-equivalent units under the company’s deferred compensation plan, allowing directors to align pay with shareholder value without immediate issuance of actual shares.

When will Ruby R. Chandy’s Flowserve phantom stock units be paid out?

The phantom stock units become payable in Flowserve common stock when Ruby R. Chandy’s service on the board ends. At that termination of service, the accumulated phantom stock units are settled in actual shares, converting deferred director compensation into equity ownership at that time.

Was Ruby R. Chandy buying or selling Flowserve (FLS) shares in this Form 4?

The Form 4 shows an acquisition coded as a grant of phantom stock, not a market trade. Ruby R. Chandy received 69 phantom stock units as director compensation under a plan, so the transaction reflects deferred fees rather than a discretionary buy or sell in the open market.