TechnipFMC (FTI) CTO reports tax-withholding share disposals from RSU vesting

Rhea-AI Filing Summary

TechnipFMC plc executive Justin Rounce reported routine share dispositions tied to equity award vesting, rather than open-market selling. On February 23, 2026, he disposed of 79,731 Ordinary Shares at $64.25 per share through a tax-withholding transaction related to restricted stock units granted on February 20, 2024, leaving 255,542 shares owned directly after this transaction. On February 20, 2026, he disposed of an additional 4,066 Ordinary Shares at $63.49 per share for tax withholding on restricted and performance stock units granted on February 21, 2023, after which he directly owned 335,273 shares.

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^*

Rounce Justin

(Last) (First) (Middle)

C/O TECHNIPFMC PLC

HADRIAN HOUSE, WINCOMBLEE ROAD

(Street)

NEWCASTLE UPON TYNE X0 NE6 3PL

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
TechnipFMC plc [ FTI ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP & Chief Technology Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/20/2026

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
Ordinary Shares	02/20/2026		F		4,066(1)	D	$63.49	335,273	D
Ordinary Shares	02/23/2026		F		79,731(2)	D	$64.25	255,542	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. Represents Ordinary Shares withheld for payment of taxes on vesting of restricted stock units granted on February 20, 2024.

2. Represents Ordinary Shares withheld for payment of taxes on vesting of restricted and performance stock units granted on February 21, 2023.

Remarks:

	/s/ Lisa P. Wang, Attorney-In-Fact	02/24/2026
	** 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.
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FAQ

What insider transactions did TechnipFMC (FTI) report for Justin Rounce?

TechnipFMC’s EVP & Chief Technology Officer, Justin Rounce, reported two Form 4 transactions disposing of Ordinary Shares. Both were tax-withholding dispositions connected to the vesting of previously granted restricted and performance stock units, not open-market purchases or sales.

How many TechnipFMC (FTI) shares were disposed of for tax withholding?

The filing shows 79,731 Ordinary Shares disposed on February 23, 2026 at $64.25, and 4,066 Ordinary Shares disposed on February 20, 2026 at $63.49. Both transactions were coded “F” for tax-withholding purposes.

Were Justin Rounce’s TechnipFMC (FTI) transactions open-market sales?

No. Both transactions are coded “F”, described as payment of tax liability by delivering securities. Footnotes explain shares were withheld for taxes upon vesting of restricted and performance stock units, not discretionary open-market selling.

What awards caused the TechnipFMC (FTI) tax-withholding share dispositions?

Footnotes state the February 23, 2026 disposition related to restricted stock units granted on February 20, 2024. The February 20, 2026 disposition related to restricted and performance stock units granted on February 21, 2023, both vesting and triggering tax obligations.

How many TechnipFMC (FTI) shares does Justin Rounce hold after these transactions?

After the February 23, 2026 tax-withholding disposition, Justin Rounce is reported as owning 255,542 Ordinary Shares directly. Following the earlier February 20, 2026 transaction, his direct ownership was 335,273 Ordinary Shares, prior to the later withholding event.

What does transaction code “F” mean in the TechnipFMC (FTI) Form 4?

Transaction code “F” indicates “Payment of exercise price or tax liability by delivering securities”. In this Form 4, it reflects Ordinary Shares withheld to cover taxes due on vesting of restricted and performance stock units granted in 2023 and 2024.