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Hillenbrand (NYSE: HI) SVP Whitted vests RSUs, now holds 88,349 shares

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

Rhea-AI Filing Summary

Hillenbrand, Inc. senior vice president of strategy and corporate development J. Michael Whitted reported multiple equity transactions involving company common stock. On 12/05/2025 and 12/07/2025, restricted stock units (RSUs) vested and were settled into a total of 6,852 shares of common stock at an exercise price of $0, reflecting the conversion of deferred stock awards granted in 2022, 2023, and 2024. On both dates, the company withheld a total of 2,008 shares at a price of $31.82 per share to cover tax obligations, reported as dispositions. After these transactions, Whitted directly owned 88,349 shares of Hillenbrand common stock. RSUs from the 2022, 2023, and 2024 awards vest in three equal annual installments on specified December dates.

Positive

  • None.

Negative

  • None.
Insider Whitted J Michael
Role Sr. VP, Strategy & Corp. Dev.
Type Security Shares Price Value
Exercise Restricted Stock Units (Deferred Stock Award 12/7/2022) 1,740 $0.00 --
Exercise Restricted Stock Units (Deferred Stock Award 12/7/2023) 2,372 $0.00 --
Exercise Common Stock 4,112 $0.00 --
Tax Withholding Common Stock 1,205 $31.82 $38K
Exercise Restricted Stock Units (Deferred Stock Award 12/5/2024) 2,740 $0.00 --
Exercise Common Stock 2,740 $0.00 --
Tax Withholding Common Stock 803 $31.82 $26K
Holdings After Transaction: Restricted Stock Units (Deferred Stock Award 12/7/2022) — 0 shares (Direct); Restricted Stock Units (Deferred Stock Award 12/7/2023) — 2,376 shares (Direct); Common Stock — 89,554 shares (Direct); Restricted Stock Units (Deferred Stock Award 12/5/2024) — 5,480 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*
Whitted J Michael
(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, Strategy & Corp. Dev.
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 2,740 A(1) $0 86,245 D
Common Stock 12/05/2025 F 803 D $31.82 85,442 D
Common Stock 12/07/2025 M 4,112 A(1) $0 89,554 D
Common Stock 12/07/2025 F 1,205 D $31.82 88,349 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) (2) 12/07/2025 M 1,740 (3) (3) Common Stock 1,740 $0 0 D
Restricted Stock Units (Deferred Stock Award 12/7/2023) (2) 12/07/2025 M 2,372 (4) (4) Common Stock 2,372 $0 2,376 D
Restricted Stock Units (Deferred Stock Award 12/5/2024) (2) 12/05/2025 M 2,740 (5) (5) Common Stock 2,740 $0 5,480 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 J. Michael Whitted 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 activity did Hillenbrand (HI) report in this Form 4?

The filing shows that senior vice president J. Michael Whitted had restricted stock units vest and convert into Hillenbrand common shares on 12/05/2025 and 12/07/2025, with some of those shares withheld to cover taxes.

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

After the reported transactions, J. Michael Whitted directly owned 88,349 shares of Hillenbrand common stock.

What do the RSU transactions in the Hillenbrand (HI) Form 4 represent?

The RSU transactions represent restricted stock units granted in 2022, 2023, and 2024 that vested and were settled into common stock on the specified December 2025 dates.

Why were some Hillenbrand (HI) shares reported as disposed of at $31.82?

The shares listed with transaction code F at $31.82 per share were withheld by Hillenbrand to satisfy tax withholding obligations related to the RSU vesting.

What is the vesting schedule for the Hillenbrand (HI) restricted stock units mentioned?

The RSUs vest in three equal installments: the 2022 award on 12/7/2023, 12/7/2024, and 12/7/2025; the 2023 award on 12/7/2024, 12/7/2025, and 12/7/2026; and the 2024 award on 12/5/2025, 12/5/2026, and 12/5/2027.

What position does the reporting person hold at Hillenbrand (HI)?

The reporting person, J. Michael Whitted, is an officer of Hillenbrand, serving as Senior Vice President, Strategy & Corporate Development.