GATX director awarded 71 phantom stock units

GATX CORP director Diane Aigotti acquired 71 shares of common stock in the form of phantom stock/RSUs on May 1, 2026.

Rhea-AI Filing Summary

GATX CORP director Diane Aigotti acquired 71 shares of common stock in the form of phantom stock/RSUs on May 1, 2026. The shares were credited under GATX’s Directors' Phantom Stock Plan and Voluntary Deferred Fee Plan through their dividend reinvestment feature at $194.9175 per share.

Each phantom stock/RSU represents the right to receive one share of GATX common stock upon settlement, generally payable in stock after the director leaves the board. Following this award, Aigotti directly holds 19,833 shares of GATX common stock.

Insider Trade Summary

Grant/Award: 71 shares

Grant/Award 1 txn

Insider Aigotti Diane

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	71	$194.9175	$14K

Holdings After Transaction: Common Stock — 19,833 shares (Direct)

Footnotes (2)

1. F1. 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. F2. Represents 71 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: 71 shares Reference price per share: $194.9175 per share Shares held after transaction: 19,833 shares

3 metrics

Phantom stock/RSUs acquired 71 shares Credited via dividend reinvestment on May 1, 2026

Reference price per share $194.9175 per share Price used for the May 1, 2026 phantom stock/RSU credit

Shares held after transaction 19,833 shares Total GATX common stock directly owned by Diane Aigotti post-transaction

Key Terms

phantom stock, RSUs, Directors' Phantom Stock Plan, Voluntary Deferred Fee Plan, +1 more

5 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")"

dividend reinvestment feature financial

"acquired pursuant to the dividend reinvestment feature of the Phantom Stock Plan and the Deferred Fee Plan"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did GATX (GATX) director Diane Aigotti report?

Director Diane Aigotti reported acquiring 71 shares of GATX common stock as phantom stock/RSUs. These were credited under director compensation and deferred fee plans via dividend reinvestment, rather than being open-market purchases of shares.

How many GATX (GATX) shares does Diane Aigotti hold after this Form 4?

After this transaction, Diane Aigotti holds 19,833 GATX common shares directly. The 71 new phantom stock/RSU shares are payable in common stock upon settlement, typically after her service on the board ends, adding to her overall equity-linked exposure.

What are the terms of the 71 GATX phantom stock/RSUs reported?

The 71 phantom stock/RSUs each represent the right to receive one GATX common share upon settlement. They were acquired at a reference price of $194.9175 per share and are generally payable on a deferred basis after the director leaves the GATX board.

How were the 71 GATX (GATX) phantom stock/RSUs acquired by the director?

The 71 phantom stock/RSUs were acquired through the dividend reinvestment feature of GATX’s Directors' Phantom Stock Plan and Voluntary Deferred Fee Plan. Instead of taking cash dividends, the amounts were reinvested into additional phantom stock/RSU units.

Does this GATX Form 4 reflect an open-market buy or a compensation grant?

This Form 4 reflects a compensation-related acquisition, not an open-market share purchase. The 71 phantom stock/RSUs were granted via dividend reinvestment within GATX’s director phantom stock and deferred fee plans, as part of ongoing director compensation arrangements.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/05/2026 - 12:11 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^*

Aigotti Diane

(Last) (First) (Middle)

C/O 233 S. WACKER DR.

(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		71(2)	A	$194.9175	19,833	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 71 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 Diane M. Aigotti	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)