The Gorman-Rupp Company entered new Change of Control Severance Agreements on October 1, 2026, with certain employees, including Chief Executive Officer and President Scott A. King, Executive Vice President, General Counsel and Corporate Secretary Brigette A. Burnell, and Chief Financial Officer Ronald F. Stoops. The agreements generally have an initial one-year term and renew for successive one-year periods unless either party gives timely notice.
An executive officer may qualify for severance following specified terminations within two years after a Change of Control, or following a qualifying termination within six months before one if primarily in anticipation of it. The CEO's lump-sum payment is three times the sum of annual base salary and Prior Bonus Amount, plus the Prorated Annual Bonus; the corresponding multiple for other executive officers is two times. Other terms include 18 months of COBRA premiums, increased retirement-plan benefits based on 24 months of credited service subject to offsets, and accelerated equity vesting in specified circumstances. Benefits generally require a release; a best-pay provision applies, and the agreements provide no tax gross-up.
GORMAN RUPP CO (GRC) insider D. Patrick Wischmeier, VP Information Technology, reported selling 5,153 shares of common stock held in a 401-K Plan on August 26, 2026 at $77.62 per share in an open-market or private transaction. After this sale, 1,409 shares remain held indirectly in the 401-K trust, 14,927 shares are held directly (including small additions from an Employee Stock Purchase Plan and dividend reinvestment between March 4, 2026 and August 26, 2026), and 533 shares are held indirectly through a spouse.
The Gorman-Rupp Company reported record second-quarter 2026 results, with net sales of $186.1 million and earnings per share of $0.74, up 3.9% and 23.3% from a year earlier. Net income rose to $19.4 million as gross margin improved to 32.6% and operating margin to 16.3%.
For the first half of 2026, net sales reached $362.7 million and net income $37.3 million, or $1.41 per share, representing 5.7% and 33.5% growth. Construction and agriculture markets led gains, while fire suppression softened. Strong operating cash flow of $62,462 (dollars in thousands) enabled $33.0 million of debt reduction, leaving $277.8 million outstanding, $43.6 million in cash, and $239.7 million of backlog supporting the second half.
The Gorman-Rupp Company reports that Executive Vice President and Chief Financial Officer James C. Kerr has decided to retire. Current Vice President of Finance Ronald F. Stoops will become Chief Financial Officer effective October 1, 2026. Kerr will assist with the transition and then continue as a senior advisor until a later retirement date.
Stoops, age 41, joined Gorman-Rupp in 2020 and has served as Vice President of Finance since January 2025, working in financial reporting, tax compliance, external reporting, strategic planning, and investor relations. The company states there are no family relationships or related-party transactions involving Stoops that require disclosure.
The Gorman-Rupp Company reported record second-quarter 2026 results, with net sales of $186.1 million, up 3.9% from the prior-year quarter, and net income of $19.4 million, or $0.74 per share, up from $15.8 million, or $0.60 per share. Gross margin improved to 32.6% and operating margin to 16.3%, supported by price increases, favorable product mix, and lower LIFO costs. Adjusted EBITDA reached $38.2 million, or 20.5% of sales.
For the first six months of 2026, net sales were $362.7 million, up 5.7%, with net income of $37.3 million, or $1.41 per share. Adjusted EBITDA was $73.7 million, or 20.3% of sales. Incoming orders totaled $370.8 million and backlog was $239.7 million at June 30, 2026. Net cash provided by operating activities rose to $62.5 million, and total debt decreased by $33.0 million in the first half while the company invested $7.9 million in capital expenditures and currently plans $22.0–$24.0 million of capex for 2026.
GORMAN RUPP CO director and 10% owner Jeffrey S. Gorman reported several indirect holdings and charitable-style transfers of company stock. On May 7, 2026, entities associated with him made bona fide gifts totaling 6,920 shares of Common Stock, with no sale proceeds reported.
The gifts included 3,360 shares held "By Family," 1,680 shares held by the Michelle S. Gorman Trust (BR), and 1,880 shares held by the Jeffrey S. Gorman Trust Custody. After these transfers, indirect holdings remain substantial, including 1,388,459 shares in the Jeffrey S. Gorman Trust Custody, 760,491 shares held by Family, and additional shares in multiple trusts and a 401-K plan.
A footnote notes that one balance reflects 373 shares acquired through dividend reinvestment. These are non-market gift transactions, so they do not indicate open-market buying or selling activity.
The Gorman-Rupp Company held its annual shareholder meeting virtually on April 23, 2026. Shareholders elected nine directors, with each nominee receiving roughly 19.5 million to 20.4 million votes in favor and relatively few votes withheld, indicating broad support.
Two additional shareholder proposals also passed with strong majorities, based on vote totals reported. After the meeting, the independent directors appointed Donald H. Bullock, Jr. as Lead Independent Director, succeeding M. Ann Harlan, who will continue serving on the Board.
The Gorman-Rupp Company reported solid first‑quarter 2026 growth, with net sales of $176.6 million, up 7.7% from 2025. Net income rose to $17.8 million, and earnings per share increased to $0.68 from $0.46, showing much stronger profitability.
Gross margin improved to 32.5% from 30.7%, helped by better labor and overhead leverage and a more profitable product mix. Operating income reached $27.5 million, while Adjusted EBITDA grew to $35.5 million. Backlog increased to $247.9 million, supported by broad-based demand across construction, agriculture, industrial, municipal and OEM markets.
The company generated $22.0 million of operating cash flow, funded $4.3 million of capital spending, paid $5.0 million in dividends and reduced bank debt by $15.0 million. Total debt stood at $295.8 million, and management expects a 2026 effective tax rate between 22.0% and 23.0%.
GORMAN RUPP CO director Donald H. Bullock received a stock grant. He acquired 1,344 shares of Common Stock as a grant or award at a stated price of $0.00 per share, increasing his direct holdings to 16,156 shares.
The 1,344 shares are restricted stock granted under the company’s shareholder-approved equity plan. According to the terms, this restricted stock will vest in full on the date immediately preceding the company’s next annual meeting of shareholders, aligning director compensation with shareholder interests over that period.
Heminger Pamela A reported acquisition or exercise transactions in this Form 4 filing.
GORMAN RUPP CO director Pamela A. Heminger received a grant of 1,344 shares of common stock as restricted stock compensation. The grant was made at no cash cost to her and came under the company’s shareholder-approved equity plan.
The restricted shares vest in full on the date immediately before the company’s next annual meeting of shareholders, meaning she must remain in service until then to receive them outright. After this award, Heminger directly holds a total of 4,915 common shares.