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  4. [Form 4] Hillenbrand, Inc. Insider Trading Activity

Hillenbrand (HI) officer details RSU vesting, share disposals in Form 4

Filing Impact
(Neutral)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Hillenbrand, Inc. executive reports stock and RSU transactions. A senior vice president, general counsel and secretary filed a Form 4 reporting vesting of restricted stock units and related share withholding for taxes. On 12/05/2025, 3,389 shares of common stock were acquired at $0 upon RSU conversion, and 1,453 shares were disposed of at $31.82. On 12/07/2025, 3,734 shares were acquired at $0 from additional RSU vesting, and 1,601 shares were disposed of at $31.82. After these transactions, the reporting person directly owned 74,792 shares of common stock and continued to hold multiple restricted stock unit awards that vest in annual installments through 2027.

Positive

  • None.

Negative

  • None.
Insider FARRELL NICHOLAS R
Role Sr. VP, GC & Secretary
Type Security Shares Price Value
Exercise Restricted Stock Units (Deferred Stock Award 12/7/2022) 1,508 $0.00 --
Exercise Restricted Stock Units (Deferred Stock Award 12/7/2023) 2,226 $0.00 --
Exercise Common Stock 3,734 $0.00 --
Tax Withholding Common Stock 1,601 $31.82 $51K
Exercise Restricted Stock Units (Deferred Stock Award 12/5/2024) 3,389 $0.00 --
Exercise Common Stock 3,389 $0.00 --
Tax Withholding Common Stock 1,453 $31.82 $46K
Holdings After Transaction: Restricted Stock Units (Deferred Stock Award 12/7/2022) — 0 shares (Direct); Restricted Stock Units (Deferred Stock Award 12/7/2023) — 2,225 shares (Direct); Common Stock — 76,393 shares (Direct); Restricted Stock Units (Deferred Stock Award 12/5/2024) — 6,785 shares (Direct)
Footnotes (1)
  1. Each Restricted Stock Unit represents the contingent right to receive one share of the issuer's common stock. Restricted Stock Units are entitled to dividend equivalent rights which accrue on dividend record dates. Restricted Stock Units scheduled to vest one-third on 12/7/2023, one-third on 12/7/2024, and one-third on 12/7/2025. Restricted Stock Units scheduled to vest one-third on 12/7/2024, one-third on 12/7/2025, and one-third on 12/7/2026. Restricted Stock Units scheduled to vest one-third on 12/5/2025, one-third on 12/5/2026, and one-third on 12/5/2027.
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Form 4 Insider Transactions: What Each Field Means →
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*
FARRELL NICHOLAS R
(Last) (First) (Middle)
ONE BATESVILLE BOULEVARD
(Street)
BATESVILLE IN 47006
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Hillenbrand, Inc. [ HI ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Sr. VP, GC & Secretary
3. Date of Earliest Transaction (Month/Day/Year)
12/05/2025
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 12/05/2025 M 3,389 A $0(1) 74,112 D
Common Stock 12/05/2025 F 1,453 D $31.82 72,659 D
Common Stock 12/07/2025 M 3,734 A $0(1) 76,393 D
Common Stock 12/07/2025 F 1,601 D $31.82 74,792 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
Restricted Stock Units (Deferred Stock Award 12/7/2022) (1) 12/07/2025 M(2) 1,508 (3) (3) Common Stock 1,508 $0 0 D
Restricted Stock Units (Deferred Stock Award 12/7/2023) (1) 12/07/2025 M(2) 2,226 (4) (4) Common Stock 2,226 $0 2,225 D
Restricted Stock Units (Deferred Stock Award 12/5/2024) (1) 12/05/2025 M(2) 3,389 (5) (5) Common Stock 3,389 $0 6,785 D
Explanation of Responses:
1. Each Restricted Stock Unit represents the contingent right to receive one share of the issuer's common stock.
2. Restricted Stock Units are entitled to dividend equivalent rights which accrue on dividend record dates.
3. Restricted Stock Units scheduled to vest one-third on 12/7/2023, one-third on 12/7/2024, and one-third on 12/7/2025.
4. Restricted Stock Units scheduled to vest one-third on 12/7/2024, one-third on 12/7/2025, and one-third on 12/7/2026.
5. Restricted Stock Units scheduled to vest one-third on 12/5/2025, one-third on 12/5/2026, and one-third on 12/5/2027.
Remarks:
/s/ Allison A. Westfall, Attorney-in-Fact for Nicholas R. Farrell 12/09/2025
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Hillenbrand (HI) report in this Form 4?

The filing reports that a senior vice president, general counsel and secretary of Hillenbrand, Inc. had restricted stock units vest, converting into common shares, with a portion of those shares withheld to cover tax obligations.

How many Hillenbrand (HI) shares did the executive acquire and dispose of on 12/05/2025?

On 12/05/2025, the executive acquired 3,389 shares of Hillenbrand common stock at $0 upon RSU vesting and had 1,453 shares disposed of at $31.82, typically reflecting tax withholding.

What transactions were reported for Hillenbrand (HI) on 12/07/2025?

On 12/07/2025, the executive acquired 3,734 shares of Hillenbrand common stock at $0 from vested restricted stock units and had 1,601 shares disposed of at $31.82, again associated with the vesting event.

How many Hillenbrand (HI) shares does the reporting person own after these transactions?

Following the reported transactions, the insider directly owned 74,792 shares of Hillenbrand common stock, as disclosed in Table I of the Form 4.

What restricted stock unit (RSU) awards are outstanding for the Hillenbrand (HI) executive?

Table II shows three RSU awards tied to grants dated 12/7/2022, 12/7/2023, and 12/5/2024. After partial vesting, the filing reports 0, 2,225, and 6,785 RSUs, respectively, remaining beneficially owned.

When are the Hillenbrand (HI) restricted stock units scheduled to vest?

The RSUs from the 12/7/2022 grant vest one-third on 12/7/2023, 12/7/2024, and 12/7/2025; the 12/7/2023 grant vests one-third on 12/7/2024, 12/7/2025, and 12/7/2026; and the 12/5/2024 grant vests one-third on 12/5/2025, 12/5/2026, and 12/5/2027.

Do Hillenbrand (HI) restricted stock units include dividend equivalents?

Yes. The filing explains that the restricted stock units are entitled to dividend equivalent rights, which accrue on dividend record dates for Hillenbrand common stock.