Gatx Corp SEC Filings

WETHERBEE ROBERT S reported acquisition or exercise transactions in this Form 4 filing.

GATX CORP director Robert S. Wetherbee received an equity award of 731 restricted stock units (RSUs) of common stock. The award is described as his annual equity retainer and was granted at no cash cost per share. After this grant, he holds 1,400 shares directly.

The RSUs will vest in full on the date of the first annual shareholder meeting at which directors are elected following the grant date, as long as he continues to serve through that date. Wetherbee has elected to defer receipt of the common shares issuable upon settlement of these RSUs under the company’s Directors' Voluntary Deferred Fee Plan.

Holmes John McClain III reported acquisition or exercise transactions in this Form 4 filing.

GATX CORP director John McClain Holmes III received an annual equity retainer in the form of 731 restricted stock units (RSUs), recorded at a price of $0.00 per share as a compensation grant, not an open-market purchase.

Each RSU represents one share of GATX common stock. The RSUs vest in full on the date of the first annual meeting of shareholders at which directors are elected following the grant date, provided he continues serving through that date. After this grant, he directly holds 4,192 shares of common stock, including the RSUs deferred under the company’s Directors' Voluntary Deferred Fee Plan.

GATX CORP director Shelley J. Bausch received an equity grant of 731 restricted stock units (RSUs) of common stock as part of her annual equity retainer. The award is a compensation grant, not an open-market purchase, and carries no cash exercise price.

Each RSU represents the right to receive one share of GATX common stock, vesting in full on the date of the first annual shareholder meeting at which directors are elected following the grant date, subject to her continued board service. After this grant, she holds 4,037 shares directly, and she has elected to defer receipt of the shares issuable upon RSU settlement under the GATX Directors' Voluntary Deferred Fee Plan.

Gabelli-affiliated investment entities filed an amended Schedule 13D reporting beneficial ownership of 1,953,448 GATX Corp common shares, or 5.50% of the 35,523,634 shares outstanding as of February 26, 2026.

The holdings are spread mainly across Gabelli Funds, LLC with 844,950 shares and GAMCO Asset Management Inc. with 1,100,598 shares, with smaller positions at related entities and Mario Gabelli personally. The group uses the long-form Schedule 13D because they may regularly communicate with GATX management and want those interactions to remain compliant with Exchange Act reporting rules. Recent activity shows numerous open-market transactions, largely sales by Gabelli funds and GAMCO during February–March 2026 at prices generally between about $168 and $198 per share.

GATX Corp: Amendment No. 14 to Schedule 13G/A — The Vanguard Group reports zero beneficial ownership of Common Stock.

The filing states that, following an internal realignment effective January 12, 2026 and in reliance on SEC Release No. 34-39538, certain Vanguard subsidiaries report holdings separately. The Vanguard Group reports 0 shares (0%) beneficially owned as of the amendment, signed by Ashley Grim on 03/26/2026.

GATX Corporation reported that its joint venture, GABX Leasing LLC, issued and sold $500,000,000 of 4.625% Senior Notes due 2031 and $500,000,000 of 5.300% Senior Notes due 2036 in a Rule 144A/Reg S offering. The notes are senior unsecured obligations of GABX, fully and unconditionally guaranteed on a senior unsecured basis by GATX. Net proceeds of approximately $989.5 million will repay a portion of GABX’s term loan under its credit agreement. The notes feature optional redemption, a 101% change-of-control repurchase right, and customary covenants and events of default, with limited restrictions on additional unsecured debt.

GATX Corporation is asking shareholders to vote at its virtual 2026 annual meeting on April 24, 2026. The proxy covers four items: electing nine directors, approving an advisory “say‑on‑pay” resolution, approving an amendment and restatement of the 2012 Incentive Award Plan, and ratifying Ernst & Young LLP as auditor.

In 2025, GATX generated net income of $333.3 million, or $9.12 per diluted share, with return on equity of 12.8% and 99% fleet utilization at Rail North America. The company invested over $1.3 billion in transportation assets and returned about $155 million to shareholders through dividends and buybacks, raising its annualized dividend to $2.44 per share.

GATX also closed a major rail transaction on January 1, 2026, forming a joint venture with Brookfield to acquire approximately 101,000 railcars from Wells Fargo for about $4.2 billion, with GATX initially owning 30% and managing the assets. The proxy highlights strong governance practices, heavy use of performance‑based executive pay, and long-standing sustainability and community initiatives.

GATX Corporation has completed a major rail asset acquisition from Wells Fargo and provided detailed historical and pro forma financials. Through a new joint venture, GABX, GATX and Brookfield acquired approximately 101,000 railcars for $4.2 billion, with GATX initially owning 30% and Brookfield 70%. GATX also directly bought about 200 locomotives, while Brookfield acquired Wells Fargo’s rail and locomotive finance lease portfolio. GABX was funded with equity contributions of $385.3 million from GATX and $899.0 million from Brookfield plus a $2,959.0 million term loan, which GATX guarantees. Pro forma 2025 combined revenues are $2,289.4 million and net income attributable to GATX is $333.9 million, implying basic and diluted earnings per share of $9.16 and $9.14, respectively.