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Hillenbrand (NYSE: HI) director discloses restricted stock units and trust holdings

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

Rhea-AI Filing Summary

Hillenbrand, Inc. director reports new stock-based awards. The filing shows director Helen W. Cornell reporting multiple grants of restricted stock units as deferred stock awards dated 12/31/2025, each representing the right to receive one share of Hillenbrand common stock at an exercise price of $0.

The restricted stock units carry dividend equivalent rights that accrue on dividend record dates. Some awards vest immediately upon grant but require the director to hold the underlying shares for a period after leaving the board, while others vest on the earlier of the next annual shareholder meeting or one year from grant, with share delivery tied to events such as a change in control, death, disability, or the director ceasing to serve.

The filing also shows indirect ownership of Hillenbrand common stock held through the Helen W. Cornell 2020 Irrevocable Trust and the Helen W. Cornell Revocable Trust.

Positive

  • None.

Negative

  • None.
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*
CORNELL HELEN W

(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)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
12/31/2025
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 11,691 I By Helen W. Cornell 2020 Irrevocable Trust
Common Stock 1,500 I By Helen W. Cornell Rev. Trust
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 2/22/12) (1) 12/31/2025 A(2) 46 (3) (3) Common Stock 46 $0 6,628 D
Restricted Stock Units (Deferred Stock Award 2/27/13) (1) 12/31/2025 A(2) 37 (3) (3) Common Stock 37 $0 5,332 D
Restricted Stock Units (Deferred Stock Award 2/26/14) (1) 12/31/2025 A(2) 29 (3) (3) Common Stock 29 $0 4,205 D
Restricted Stock Units (Deferred Stock Award 2/25/15) (1) 12/31/2025 A(2) 29 (3) (3) Common Stock 29 $0 4,155 D
Restricted Stock Units (Deferred Stock Award 2/24/16) (1) 12/31/2025 A(2) 33 (3) (3) Common Stock 33 $0 4,729 D
Restricted Stock Units (Deferred Stock Award 2/22/17) (1) 12/31/2025 A(2) 23 (3) (3) Common Stock 23 $0 3,342 D
Restricted Stock Units (Deferred Stock Award 2/15/18) (1) 12/31/2025 A(2) 21 (3) (3) Common Stock 21 $0 2,954 D
Restricted Stock Units (Deferred Stock Award 2/14/19) (1) 12/31/2025 A(2) 21 (3) (3) Common Stock 21 $0 2,963 D
Restricted Stock Units (Deferred Stock Award 2/13/20) (1) 12/31/2025 A(2) 31 (3) (3) Common Stock 31 $0 4,431 D
Restricted Stock Units (Deferred Stock Award 2/11/21) (1) 12/31/2025 A(2) 22 (4) (4) Common Stock 22 $0 3,121 D
Restricted Stock Units (Deferred Stock Award 2/10/22) (1) 12/31/2025 A(2) 20 (4) (4) Common Stock 20 $0 2,882 D
Restricted Stock Units (Deferred Stock Award 2/24/23) (1) 12/31/2025 A(2) 31 (4) (4) Common Stock 31 $0 4,372 D
Restricted Stock Units (Deferred Stock Award 2/20/24) (1) 12/31/2025 A(2) 36 (4) (4) Common Stock 36 $0 5,123 D
Restricted Stock Units (Deferred Stock Award 2/18/25) (1) 12/31/2025 A(2) 48 (4) (4) Common Stock 48 $0 6,819 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. These Restricted Stock Units vest immediately upon grant. However, for awards granted prior to May 2014, directors must hold the underlying shares of common stock of the Company for six months after they cease serving as a director, and for awards granted in May 2014 or later, directors must hold the underlying shares of common stock of the Company for one day after the director ceases serving.
4. These Restricted Stock Units vest on the earlier to occur of the issuer's next annual meeting of shareholders or one year from the date of grant; provided, that these Restricted Stock Units will immediately vest upon, and in any case delivery of the shares underlying these Restricted Stock Units will not occur until, the occurrence of one of the following: a change in control of the issuer, the director's death or permanent and total disability, or one day after the date the director ceases to be a director of the issuer.
Remarks:
/s/ Allison A. Westfall, Attorney-in-Fact for Helen W. Cornell 01/05/2026
** 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 does this Hillenbrand (HI) insider filing report?

The filing reports that director Helen W. Cornell acquired multiple grants of restricted stock units on 12/31/2025, along with her updated beneficial ownership in Hillenbrand common stock.

Who is the reporting person in this Hillenbrand Form 4?

The reporting person is Helen W. Cornell, who is identified in the filing as a director of Hillenbrand, Inc.

What type of securities did the Hillenbrand director receive?

She received restricted stock units (described as deferred stock awards), each representing the contingent right to receive one share of Hillenbrand common stock at an exercise price of $0.

When were the restricted stock units for Helen W. Cornell dated?

The restricted stock unit entries in the filing are tied to a transaction date of 12/31/2025, covering multiple deferred stock award grants from prior years.

How do the restricted stock units for the Hillenbrand director vest?

The filing explains that certain awards vest immediately upon grant but require the director to hold the underlying shares for a period after ceasing to serve, while others vest on the earlier of the next annual shareholder meeting or one year from the grant date, with share delivery tied to events such as change in control, death, disability, or the director leaving the board.

Does Helen W. Cornell hold Hillenbrand shares indirectly?

Yes. The filing lists Hillenbrand common stock held indirectly through the Helen W. Cornell 2020 Irrevocable Trust and the Helen W. Cornell Revocable Trust, both reported as indirect ownership.

Do the Hillenbrand restricted stock units include dividend equivalent rights?

Yes. The filing states that the restricted stock units are entitled to dividend equivalent rights that accrue on dividend record dates.

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