Gorman-Rupp EVP & CFO reports stock awards

Gorman-Rupp executive vice president and CFO James Kerr reported equity awards in company common stock.

Rhea-AI Filing Summary

Gorman-Rupp executive vice president and CFO James Kerr reported equity awards in company common stock. On February 25, 2026, he acquired 3,881 shares and an additional 3,160 shares as grant or award transactions at $0.00 per share, reflecting compensation rather than open-market buying.

Footnotes state these include restricted stock units granted under the company’s equity incentive plans that vest annually over three years, and performance-based shares awarded after achieving specific 2024–2025 performance goals that vest on December 31, 2026. Following these awards, Kerr’s directly owned common stock increased to 52,615 shares.

Insider Trade Summary

Grant/Award: 7,041 shares

Grant/Award 2 txns

Insider Kerr James

Role EVP and CFO

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	3,881	$0.00	$0.00
Grant/Award	Common Stock	3,160	$0.00	$0.00

Holdings After Transaction: Common Stock — 52,615 shares (Direct)

Footnotes (3)

1. F1. Represents restricted stock units granted under the Company's equity incentive plans, which vest in annual installments over a three-year vesting period.
2. F2. Balance reflects 22 shares of common stock acquired under the Company's Employee Stock Purchase Plan between January 1, 2026 and February 25, 2026.
3. F3. Performance-based shares awarded under the Company's equity incentive plans after achieving specific performance goals over the 2024-2025 performance period, which vest on December 31, 2026.

FAQ

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

What did GORMAN RUPP CO (GRC) executive James Kerr report on this Form 4?

James Kerr reported stock-based compensation awards, not open-market purchases. He acquired 3,881 shares and 3,160 shares of GORMAN RUPP CO common stock through equity incentive grants, increasing his directly held position to 52,615 shares after the reported transactions.

Were the GRC shares acquired by James Kerr in an open-market purchase?

No, the shares were acquired as equity awards at $0.00 per share. The filing describes them as grants or awards under GORMAN RUPP CO’s equity incentive plans and performance programs, rather than shares bought on the open market.

How many GRC shares did James Kerr acquire in total on February 25, 2026?

On February 25, 2026, James Kerr acquired 3,881 shares and 3,160 shares of GORMAN RUPP CO common stock. Both transactions were coded as awards or other acquisitions, reflecting stock-based compensation rather than purchase or sale activity.

What vesting terms apply to James Kerr’s new GRC equity awards?

The filing notes restricted stock units vest in annual installments over a three-year period. It also states performance-based shares awarded for 2024–2025 performance vest on December 31, 2026, tying full ownership to continued service and prior performance goals.

What is James Kerr’s GRC common stock holding after these Form 4 transactions?

After these transactions, James Kerr directly holds 52,615 shares of GORMAN RUPP CO common stock. The Form 4 shows incremental increases, with totals updated after each grant or award acquisition recorded on February 25, 2026.

Does the Form 4 mention GRC’s Employee Stock Purchase Plan activity for James Kerr?

Yes, a footnote states his balance reflects 22 shares of GORMAN RUPP CO common stock acquired under the company’s Employee Stock Purchase Plan between January 1, 2026 and February 25, 2026, in addition to the reported incentive-based awards.

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

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Accepted by SEC EDGAR 02/27/2026 - 09:21 AM 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^*

Kerr James

(Last) (First) (Middle)

600 SOUTH AIRPORT ROAD

(Street)

MANSFIELD OH 44903

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
GORMAN RUPP CO [ GRC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP and CFO

3. Date of Earliest Transaction (Month/Day/Year)
02/25/2026

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	02/25/2026		A		3,881(1)	A	$0	49,455(2)	D
Common Stock	02/25/2026		A		3,160(3)	A	$0	52,615	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 restricted stock units granted under the Company's equity incentive plans, which vest in annual installments over a three-year vesting period.

2. Balance reflects 22 shares of common stock acquired under the Company's Employee Stock Purchase Plan between January 1, 2026 and February 25, 2026.

3. Performance-based shares awarded under the Company's equity incentive plans after achieving specific performance goals over the 2024-2025 performance period, which vest on December 31, 2026.

	James C. Kerr BY:/s/Brigette A. Burnell Attorney-in-Fact	02/27/2026
	** 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.