Director James B. Ream adds 155 GATX (NYSE: GATX) phantom stock units via plans

Rhea-AI Filing Summary

GATX Corporation director James B. Ream reported a routine acquisition of additional deferred equity-based compensation. On 02/02/2026, he was credited with 155 shares of phantom stock/restricted stock units at a reference price of $180.665 per share under GATX’s directors’ phantom stock and deferred fee plans.

Each phantom share or RSU represents the right to receive one share of GATX common stock upon settlement, generally paid in stock after his board service ends. Following this dividend reinvestment transaction, Ream beneficially owned 48,406 common stock equivalents in direct form.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider REAM JAMES B

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	155	$180.665	$28K

Holdings After Transaction: Common Stock — 48,406 shares (Direct)

Footnotes (1)

1. Represents additional shares of phantom stock/RSUs credited to the reporting person's account under the Amended and Restated GATX Directors' Phantom Stock Plan ("Phantom Stock Plan") and the Amended and Restated GATX Corporation Directors' Voluntary Deferred Fee Plan ("Deferred Fee Plan") credited on the transaction date. Each share of phantom stock/RSU represents the right to receive one share of Issuer's common stock upon settlement. The shares of phantom stock/RSUs are generally payable on a deferred basis in common stock at the election of the reporting person upon the reporting person's termination of service on the Issuer's board of directors. Represents 155 shares of phantom stock/RSUs acquired pursuant to the dividend reinvestment feature of the Phantom Stock Plan and the Deferred Fee Plan.

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 02/04/2026 - 05:42 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^*

REAM JAMES B

(Last) (First) (Middle)

C/O 233 S. WACKER DR.

(Street)

CHICAGO IL 60606

(City) (State) (Zip)

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

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)
02/02/2026

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(1)	02/02/2026		A		155(2)	A	$180.665	48,406	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 additional shares of phantom stock/RSUs credited to the reporting person's account under the Amended and Restated GATX Directors' Phantom Stock Plan ("Phantom Stock Plan") and the Amended and Restated GATX Corporation Directors' Voluntary Deferred Fee Plan ("Deferred Fee Plan") credited on the transaction date. Each share of phantom stock/RSU represents the right to receive one share of Issuer's common stock upon settlement. The shares of phantom stock/RSUs are generally payable on a deferred basis in common stock at the election of the reporting person upon the reporting person's termination of service on the Issuer's board of directors.

2. Represents 155 shares of phantom stock/RSUs acquired pursuant to the dividend reinvestment feature of the Phantom Stock Plan and the Deferred Fee Plan.

Remarks:

	Lisa M. Ibarra, by Power of Attorney on behalf of James B. Ream	02/04/2026
	** 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 GATX (GATX) director James B. Ream report?

Director James B. Ream reported receiving 155 shares of phantom stock/RSUs on 02/02/2026. These were credited as part of GATX’s directors’ phantom stock and deferred fee plans, increasing his beneficial holdings to 48,406 common stock equivalents.

How many GATX phantom stock/RSU shares did James B. Ream acquire and at what price?

James B. Ream acquired 155 phantom stock/RSU shares at a reference price of $180.665 per share. The units were credited under GATX’s directors’ compensation plans and represent rights to receive GATX common stock upon future settlement.

What is the total GATX equity beneficially owned by James B. Ream after this Form 4?

After the reported transaction, James B. Ream beneficially owned 48,406 GATX common stock equivalents. This figure includes his existing holdings plus the 155 newly credited phantom stock/RSU units reported in the 02/02/2026 transaction.

How do GATX phantom stock and RSU units work for director James B. Ream?

Each phantom stock or RSU unit gives James B. Ream the right to receive one share of GATX common stock upon settlement. These units are generally payable on a deferred basis in stock when he terminates service from GATX’s board of directors.

Why did James B. Ream receive 155 additional GATX phantom stock/RSU shares?

The 155 additional phantom stock/RSU shares were acquired through the dividend reinvestment feature of GATX’s Directors’ Phantom Stock Plan and Deferred Fee Plan. Dividends are reinvested into additional units rather than being paid out in cash.

Is the GATX Form 4 for James B. Ream a stock purchase on the open market?

The reported transaction is not an open-market stock purchase. It reflects 155 phantom stock/RSU units credited to James B. Ream’s account as deferred board compensation and dividend reinvestment under GATX’s director plans.