Gates Industrial (NYSE: GTES) CAO RSUs Vest, Tax Shares Withheld

Rhea-AI Filing Summary

Gates Industrial Corp plc Chief Accounting Officer John Patouhas reported equity award activity involving time-based restricted stock units (TBRSUs). On 2026-02-28, 2,431 TBRSUs vested and were exercised/converted, delivering 2,431 ordinary shares at a price of $0.0000 per share. To cover par value and tax withholding obligations tied to this vesting, 829 ordinary shares were withheld at $27.5700 per share. Following these transactions, Patouhas directly held 11,530 TBRSUs subject to future vesting and 3,975 ordinary shares.

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

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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^*

Patouhas John

(Last) (First) (Middle)

C/O GATES INDUSTRIAL CORPORATION PLC

1144 FIFTEENTH STREET, SUITE 1400

(Street)

DENVER CO 80202

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Gates Industrial Corp plc [ GTES ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Accounting Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/28/2026

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
Ordinary Shares	02/28/2026		M		2,431	A	$0(1)	4,804	D
Ordinary Shares	02/28/2026		F(2)		829	D	$27.57	3,975	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
Time-Based Restricted Stock Units	(3)	02/28/2026		M			2,431	(4)	(4)	Ordinary Shares	2,431	$0	11,530	D

Explanation of Responses:

1. Represents time-based restricted stock units ("TBRSU") that vested on the anniversary of the grant date.

2. Represents ordinary shares withheld to satisfy par value and certain tax withholding related obligations in connection with the vesting of previously granted TBRSUs.

3. Each TBRSU represents a contingent right to receive one share of the issuer ordinary shares. The TBRSUs will be settled in either ordinary shares or cash (or a combination thereof).

4. The reporting person was granted TBRSUs that vest in three substantially equal annual installments beginning on the first anniversary of the grant date. The number set forth in Column 9 reflects all TBRSUs outstanding subject to future vesting.

Remarks:

	/s/ Hillary Barrett-Osborne, as Attorney-in-Fact	03/03/2026
	** 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).
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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.

FAQ

What insider transaction did Gates Industrial (GTES) report for John Patouhas?

Gates Industrial reported equity award activity for Chief Accounting Officer John Patouhas. Time-based restricted stock units vested and converted into ordinary shares, with a portion of those shares withheld to satisfy par value and tax withholding obligations related to the vesting.

How many Gates Industrial (GTES) restricted stock units vested for John Patouhas?

John Patouhas had 2,431 time-based restricted stock units vest. Each TBRSU represented the right to receive one ordinary share, so 2,431 ordinary shares were delivered upon vesting and exercise/conversion of these equity awards at a stated price of $0.0000 per share.

How many Gates Industrial (GTES) shares were withheld for taxes in this Form 4?

Gates Industrial withheld 829 ordinary shares for tax-related obligations. These shares, valued at $27.5700 per share, were used to satisfy par value and certain tax withholding requirements arising from the vesting of previously granted time-based restricted stock units.

What are time-based restricted stock units (TBRSUs) at Gates Industrial (GTES)?

Time-based restricted stock units (TBRSUs) are equity awards that vest over time. Each TBRSU gives a contingent right to receive one ordinary share, settled in shares, cash, or a combination, typically in substantially equal annual installments beginning on the first anniversary of the grant date.

How many Gates Industrial (GTES) shares and TBRSUs does John Patouhas hold after the transactions?

After the reported transactions, John Patouhas held 3,975 ordinary shares and 11,530 TBRSUs. These holdings are reported as directly owned, with the TBRSUs remaining subject to future vesting conditions as described in the award’s vesting schedule.

Were the Gates Industrial (GTES) Form 4 transactions open-market purchases or sales?

The reported transactions reflect equity award vesting, conversion, and tax withholding. The Form 4 shows an exercise/conversion of TBRSUs into ordinary shares and a disposition of shares specifically to satisfy par value and tax withholding obligations, rather than open-market buying or selling.