Gates Industrial (GTES) CFO boosts equity stake through RSU vesting and new grant

Rhea-AI Filing Summary

Gates Industrial Corp plc Chief Financial Officer Lawrence B. Mallard increased his equity holdings through restricted stock activity. On March 4, 2026, 16,552 time-based restricted stock units (TBRSUs) vested and converted into the same number of ordinary shares, at no cash exercise price.

On the same date, he received a new grant of 31,970 TBRSUs, which vest in three substantially equal annual installments starting on the first anniversary of the grant date. To cover par value and related tax withholding obligations from the vesting, 7,246 ordinary shares were withheld at a reference price of $26.37 per share. After these transactions, his directly held ordinary shares and TBRSUs each increased compared with prior levels.

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

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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^*

Mallard Lawrence B

(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 Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/04/2026

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	03/04/2026		M		16,552	A	$0(1)	252,608	D
Ordinary Shares	03/04/2026		F(2)		7,246	D	$26.37	245,362	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)	03/04/2026		M			16,552	(4)	(4)	Ordinary Shares	16,552	$0	40,980	D
Time-Based Restricted Stock Units	(3)	03/04/2026		A		31,970		(4)	(4)	Ordinary Shares	31,970	$0	72,950	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	03/06/2026
	** 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.

FAQ

What insider transactions did GTES CFO Lawrence B. Mallard report?

Lawrence B. Mallard reported TBRSU vesting, a new TBRSU grant, and related share withholding. 16,552 TBRSUs vested into ordinary shares, 31,970 new TBRSUs were granted, and 7,246 ordinary shares were withheld to satisfy par value and tax obligations tied to the vesting.

How many Gates Industrial (GTES) restricted stock units vested for the CFO?

16,552 time-based restricted stock units vested for the CFO, converting into 16,552 ordinary shares. These TBRSUs vested on the anniversary of the grant date and were settled in ordinary shares at no exercise price, reflecting previously awarded equity compensation reaching a vesting milestone.

What new equity award did GTES grant to its CFO in this filing?

Gates Industrial granted the CFO 31,970 new time-based restricted stock units. These TBRSUs vest in three substantially equal annual installments, beginning on the first anniversary of the grant date, and each unit represents a contingent right to receive one ordinary share or cash, or a combination.

Why were 7,246 Gates Industrial (GTES) shares disposed of in this Form 4?

The 7,246 ordinary shares were withheld to satisfy par value and certain tax withholding obligations related to the TBRSU vesting. This disposition, recorded with code F, reflects tax and exercise-related withholding rather than an open-market sale initiated for investment or portfolio reasons.

How do the GTES CFO’s TBRSUs vest over time according to this report?

The CFO’s newly granted TBRSUs vest in three substantially equal annual installments. Vesting begins on the first anniversary of the grant date, and Column 9 in the filing reflects all TBRSUs outstanding that remain subject to future vesting conditions across those scheduled installments.

What does each TBRSU represent for Gates Industrial (GTES) insiders?

Each time-based restricted stock unit represents a contingent right to receive one ordinary share of Gates Industrial. The TBRSUs may be settled in ordinary shares, cash, or a combination, providing equity-based compensation that becomes deliverable as vesting conditions tied to time are satisfied.