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Flowserve (NYSE: FLS) grants 5,085 PRs and 5,085 RSUs to executive

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(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Klopfer Matthew Carl reported acquisition or exercise transactions in this Form 4 filing.

Flowserve Corp reported that executive Matthew Carl Klopfer, President, FPD, received equity-based compensation awards rather than buying shares on the open market. He was granted 5,085 performance rights and 5,085 restricted stock units, each tied to one share of common stock.

The performance rights cover a three-year period from January 1, 2026 to December 31, 2028 and can vest between 0% and 200% based on return on invested capital versus targets and average annual earnings-per-share growth. A further 15% payout modifier depends on relative total shareholder return versus the S&P 500 Industrial Index, and they may be settled in cash or stock. The restricted stock units vest in three equal annual installments on each anniversary of the grant date.

Positive

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Insider Klopfer Matthew Carl
Role President, FPD
Type Security Shares Price Value
Grant/Award Performance Rights 5,085 $0.00 --
Grant/Award Restricted Stock Units 5,085 $0.00 --
Holdings After Transaction: Performance Rights — 8,289 shares (Direct); Restricted Stock Units — 19,830 shares (Direct)
Footnotes (1)
  1. Each performance right represents a contingent right to receive one share of the issuer's common stock at vesting. The performance rights vest at a rate between 0% and 200% and are based on two factors during a three-year performance cycle beginning on January 1, 2026 and ending on December 31, 2028 which are: 1) the issuer's return on invested capital ("ROIC") measured against the issuer's target ROIC for each calendar year during the performance period; and 2) the issuer's average annual earnings per share growth over each calendar year during the performance period. The performance rights are also subject to a 15% payout modifier (positive or negative) based on the issuer's relative total shareholder return ("TSR") in comparison to the TSR of companies that comprise the S&P 500 Industrial Index for the entire performance period, as of January 1, 2026. The performance rights may be settled, at the issuer's discretion, in cash or shares of common stock. Each restricted stock unit represents the right to receive, at settlement, one share of common stock and is granted to the reporting person pursuant to the issuer's long-term incentive compensation plan for employees. The shares vest ratably over a three-year period on each anniversary of the grant date.
Performance rights granted 5,085 units Award to Matthew Klopfer on April 13, 2026
RSUs granted 5,085 units Award to Matthew Klopfer on April 13, 2026
Performance rights held after grant 8,289 units Total performance rights following transaction
RSUs held after grant 19,830 units Total restricted stock units following transaction
Performance period January 1, 2026 to December 31, 2028 Three-year performance cycle for performance rights
TSR payout modifier 15% Modifier based on relative TSR vs S&P 500 Industrial Index
Performance Rights financial
"Each performance right represents a contingent right to receive one share of the issuer's common stock at vesting."
Performance rights are conditional awards that give employees or executives the promise of receiving company shares or cash only if the business meets specific targets or survives for a set period. They work like a bonus you only get when certain goals are hit, so they matter to investors because they can increase the number of shares outstanding (dilution), signal management’s incentives and confidence in future results, and affect per-share earnings and valuation.
Restricted Stock Units financial
"Each restricted stock unit represents the right to receive, at settlement, one share of common stock"
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.
return on invested capital ("ROIC") financial
"the issuer's return on invested capital ("ROIC") measured against the issuer's target ROIC"
earnings per share financial
"the issuer's average annual earnings per share growth over each calendar year during the performance period"
Earnings per share represent the amount of profit a company makes for each share of its stock, similar to how a pie’s total size can be divided into slices for each person. It helps investors understand how profitable the company is on a per-share basis, making it easier to compare its performance over time or against other companies. Higher earnings per share generally indicate better profitability and can influence a company's stock value.
total shareholder return ("TSR") financial
"based on the issuer's relative total shareholder return ("TSR") in comparison to the TSR of companies"
long-term incentive compensation plan financial
"granted to the reporting person pursuant to the issuer's long-term incentive compensation plan for employees"
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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*
Klopfer Matthew Carl
(Last)(First)(Middle)
5215 N. O'CONNOR BLVD.
SUITE 700
(Street)
IRVING TEXAS 75039
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
FLOWSERVE CORP [ FLS ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
President, FPD
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/13/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Performance Rights(1)04/13/2026A5,085 (1) (1)Common Stock5,085$08,289D
Restricted Stock Units(2)04/13/2026A5,085 (2) (2)Common Stock5,085$019,830D
Explanation of Responses:
1. Each performance right represents a contingent right to receive one share of the issuer's common stock at vesting. The performance rights vest at a rate between 0% and 200% and are based on two factors during a three-year performance cycle beginning on January 1, 2026 and ending on December 31, 2028 which are: 1) the issuer's return on invested capital ("ROIC") measured against the issuer's target ROIC for each calendar year during the performance period; and 2) the issuer's average annual earnings per share growth over each calendar year during the performance period. The performance rights are also subject to a 15% payout modifier (positive or negative) based on the issuer's relative total shareholder return ("TSR") in comparison to the TSR of companies that comprise the S&P 500 Industrial Index for the entire performance period, as of January 1, 2026. The performance rights may be settled, at the issuer's discretion, in cash or shares of common stock.
2. Each restricted stock unit represents the right to receive, at settlement, one share of common stock and is granted to the reporting person pursuant to the issuer's long-term incentive compensation plan for employees. The shares vest ratably over a three-year period on each anniversary of the grant date.
Remarks:
/s/ Grace-Ann Duquette, attorney in fact04/15/2026
** Signature of Reporting PersonDate
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)

Source: View Original Filing on SEC EDGAR

FAQ

What did Flowserve (FLS) executive Matthew Carl Klopfer receive in this Form 4 filing?

He received equity compensation grants, not open-market purchases. The awards include 5,085 performance rights and 5,085 restricted stock units, each tied to one share of Flowserve common stock and subject to multi-year vesting and performance conditions.

How do the Flowserve (FLS) performance rights granted to Matthew Klopfer vest?

The performance rights vest over a three-year cycle from January 1, 2026 to December 31, 2028. Vesting can range from 0% to 200% based on Flowserve’s ROIC versus targets and average annual earnings-per-share growth over the performance period.

What role does total shareholder return (TSR) play in the Flowserve (FLS) performance rights?

The performance rights include a 15% payout modifier, positive or negative, based on Flowserve’s relative total shareholder return. TSR is measured against companies in the S&P 500 Industrial Index over the full January 1, 2026 to December 31, 2028 performance period.

How do the restricted stock units granted to Matthew Klopfer at Flowserve (FLS) vest?

Each restricted stock unit represents one Flowserve common share at settlement. These units vest ratably over three years, with one-third of the grant vesting on each anniversary of the grant date under the company’s long-term incentive compensation plan.

Can Flowserve (FLS) settle the performance rights in cash instead of shares?

Yes. The performance rights may be settled, at Flowserve’s discretion, in cash or in shares of common stock. This flexibility applies after the three-year performance period once vesting outcomes based on ROIC, EPS growth, and TSR modifier are determined.

Are the Flowserve (FLS) awards to Matthew Klopfer open-market buys or compensation grants?

They are compensation grants, not open-market transactions. Both the performance rights and restricted stock units are awarded under Flowserve’s long-term incentive compensation plan and carry vesting and performance conditions over multiple years instead of immediate share purchases.