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Hillenbrand (HI) Sr. VP awarded 31,446 RSUs and exercises stock

Filing Impact
(Moderate)
Filing Sentiment
(Positive)
Form Type
4

Rhea-AI Filing Summary

Hillenbrand, Inc. reported insider equity activity for a senior executive. Sr. VP of Strategy & Corporate Development J. Michael Whitted exercised 2,875 shares of common stock on 12/05/2025 at $31.82 per share and had 843 shares withheld at the same price, likely to cover taxes, leaving him with 83,505 directly owned shares afterward.

On 12/04/2025, he also received a grant of 31,446 Restricted Stock Units (RSUs), each representing the right to one share of common stock and accruing dividend equivalents. These RSUs are scheduled to vest in three equal installments on 12/4/2026, 12/4/2027, and 12/4/2028, aligning part of his compensation with the company’s long-term performance.

Positive

  • None.

Negative

  • None.
Insider Whitted J Michael
Role Sr. VP, Strategy & Corp. Dev.
Type Security Shares Price Value
Exercise Common Stock 2,875 $31.82 $91K
Tax Withholding Common Stock 843 $31.82 $27K
Grant/Award Restricted Stock Units (Deferred Stock Award 12/4/2025) 31,446 $0.00 --
Holdings After Transaction: Common Stock — 84,348 shares (Direct); Restricted Stock Units (Deferred Stock Award 12/4/2025) — 31,446 shares (Direct)
Footnotes (1)
  1. Consists of shares issued upon vesting of performance-based Restricted Stock Units. 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 12/4/2026, one-third on 12/4/2027, and one-third on 12/4/2028.
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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)
12/04/2025
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 2,875 A(1) $31.82 84,348 D
Common Stock 12/05/2025 F 843 D $31.82 83,505 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 12/4/2025) (2) 12/04/2025 A(3) 31,446 (4) (4) Common Stock 31,446 $0 31,446 D
Explanation of Responses:
1. Consists of shares issued upon vesting of performance-based Restricted Stock Units.
2. Each Restricted Stock Unit represents the contingent right to receive one share of the issuer's common stock.
3. Restricted Stock Units are entitled to dividend equivalent rights which accrue on dividend record dates.
4. Restricted Stock Units scheduled to vest one-third on 12/4/2026, one-third on 12/4/2027, and one-third on 12/4/2028.
Remarks:
/s/ Allison A. Westfall, Attorney-in-Fact for J. Michael Whitted 12/08/2025
** 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 for J. Michael Whitted?

Hillenbrand reported that Sr. VP of Strategy & Corporate Development J. Michael Whitted exercised 2,875 shares of common stock at $31.82 per share on 12/05/2025, with 843 shares disposed of at the same price and 83,505 shares owned directly afterward.

How many Restricted Stock Units did the Hillenbrand (HI) executive receive?

On 12/04/2025, J. Michael Whitted received 31,446 Restricted Stock Units, each representing the contingent right to receive one share of Hillenbrand common stock.

When do the new Hillenbrand (HI) RSUs vest for the reporting person?

The 31,446 RSUs granted to J. Michael Whitted are scheduled to vest in three equal installments, one-third on 12/4/2026, one-third on 12/4/2027, and one-third on 12/4/2028.

Do the Hillenbrand (HI) RSUs include dividend equivalent rights?

Yes. The Restricted Stock Units are entitled to dividend equivalent rights, which accrue on dividend record dates, mirroring dividends that would be paid on the underlying common shares.

How many Hillenbrand (HI) shares does the executive own after the reported transactions?

Following the reported transactions, J. Michael Whitted beneficially owns 83,505 shares of Hillenbrand common stock in direct ownership.

What is the role of the reporting person in Hillenbrand (HI)?

The reporting person, J. Michael Whitted, is an officer of Hillenbrand serving as Sr. VP, Strategy & Corporate Development.