GATX (NYSE: GATX) director credited 30 phantom stock/RSUs via plans

Rhea-AI Filing Summary

GATX CORP director Adam L. Stanley reported an acquisition of 30 shares of common-stock-equivalent phantom stock/RSUs on May 1, 2026. The units were credited through the dividend reinvestment feature of GATX’s Directors' Phantom Stock Plan and Voluntary Deferred Fee Plan, bringing his directly held common and phantom shares to 9,401.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Stanley Adam L.

Role null

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	30	$194.9175	$6K

Holdings After Transaction: Common Stock — 9,401 shares (Direct, null)

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

Key Figures

Phantom stock/RSUs acquired: 30 shares Reference price per share: $194.9175 per share Total shares after transaction: 9,401 shares

3 metrics

Phantom stock/RSUs acquired 30 shares Credited May 1, 2026 via dividend reinvestment

Reference price per share $194.9175 per share Valuation used for the 30 phantom stock/RSUs

Total shares after transaction 9,401 shares Director’s direct common and phantom stock/RSUs after credit

Key Terms

phantom stock, RSUs, Directors' Phantom Stock Plan, Voluntary Deferred Fee Plan

4 terms

phantom stock financial

"Represents additional shares of phantom stock/RSUs credited to the reporting person's account"

A phantom stock is a form of compensation that gives employees or executives the benefits of stock ownership, such as the increase in stock value, without actually giving them real shares. It acts like a promise to pay the employee the equivalent value of company stock later, often as a bonus or incentive. This allows companies to motivate and reward staff without diluting ownership or transferring actual shares.

RSUs financial

"Each share of phantom stock/RSU represents the right to receive one share"

RSUs, or restricted stock units, are a form of company shares given to employees as part of their compensation. They are typically awarded with certain restrictions, such as a waiting period before they can be fully owned or sold, similar to earning a gift that becomes fully yours over time. For investors, RSUs can impact a company's stock offerings and reflect how much the company relies on stock-based incentives to attract and retain talent.

Directors' Phantom Stock Plan financial

"under the Amended and Restated GATX Directors' Phantom Stock Plan ("Phantom Stock Plan")"

Voluntary Deferred Fee Plan financial

"GATX Corporation Directors' Voluntary Deferred Fee Plan ("Deferred Fee Plan")"

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^*

Stanley Adam L.

(Last) (First) (Middle)

C/O 233 S. WACKER DRIVE

(Street)

CHICAGO ILLINOIS 60606

(City) (State) (Zip)

UNITED STATES

(Country)

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)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/01/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock(1)	05/01/2026		A		30(2)	A	$194.9175	9,401	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 30 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 Adam L. Stanley	05/05/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did GATX (GATX) director Adam L. Stanley report?

Adam L. Stanley reported acquiring 30 shares of common-stock-equivalent phantom stock/RSUs on May 1, 2026. These were credited under GATX’s director plans via dividend reinvestment, increasing his directly held common and phantom stock position to 9,401 shares.

Was the GATX (GATX) Form 4 transaction an open-market stock purchase?

No, the Form 4 shows a grant-type acquisition of 30 phantom stock/RSU shares via dividend reinvestment. This reflects plan-related credits under GATX’s director compensation and deferral plans, not an open-market buy or sell of GATX common stock by the director.

How many GATX (GATX) shares does Adam L. Stanley hold after this Form 4?

After the May 1, 2026 phantom stock/RSU credit, Adam L. Stanley directly holds 9,401 shares. This total includes the 30 additional phantom stock/RSU shares credited under the GATX directors’ phantom stock and voluntary deferred fee plans.

At what reference price were the 30 GATX (GATX) phantom stock/RSUs recorded?

The 30 phantom stock/RSU shares were recorded at a reference price of $194.9175 per share. This price is used for reporting purposes on the Form 4 and reflects the valuation of the credited units on the transaction date.

What do the GATX (GATX) director phantom stock and deferred fee plans provide?

GATX’s Directors' Phantom Stock Plan and Voluntary Deferred Fee Plan credit phantom stock/RSUs that mirror GATX common shares. Each unit generally converts into one share of common stock, typically payable on a deferred basis when the director’s board service ends.