HEXCEL CORP /DE/ (HXL) SEC Filings, Feb-Mar 2026

Hexcel Corporation entered into a cooperation agreement with Vision One Fund, LP and its affiliates that adds veteran aerospace executive Neal J. Keating to Hexcel’s Board of Directors and Audit Committee. The company will also nominate him for election at the 2026 annual stockholders’ meeting.

The agreement places limits on the size of the Board through a defined expiration date and provides that any early departure by Mr. Keating will be addressed by jointly selecting a mutually agreeable replacement. In return, the Vision One parties withdraw their 2026 director nominees and agree to customary standstill, non-disparagement, and voting commitments.

Mr. Keating, age 70, brings prior leadership experience as Chairman, President, and CEO of Kaman Corporation, as well as senior roles at Hughes Supply and GKN Aerospace and board service at several industrial and aerospace companies. He will participate in Hexcel’s standard non-employee director compensation program, including a pro-rated restricted stock unit grant.

Hexcel Corp officer Amy S. Evans reported an open-market sale of 1,500 shares of common stock at $92.8000 per share. After this transaction, she directly holds 1,979 Hexcel common shares.

Stanage Nick L reported multiple insider transaction types in a Form 4 filing for HXL. The filing lists transactions totaling 168,371 shares at a weighted average price of $67.74 per share. Following the reported transactions, holdings were 472,025 shares.

T. Rowe Price Associates, Inc. filed an amended Schedule 13G reporting beneficial ownership of 5,104,153 shares of Hexcel Corp common stock, representing 6.4% of the class as of December 31, 2025. The firm has sole voting power over 5,086,482 shares and sole dispositive power over 5,104,121 shares, with no shared voting or dispositive power. It states the securities were acquired and are held in the ordinary course of business, not for the purpose of changing or influencing control of Hexcel, and it expressly denies beneficial ownership of the securities.

Hexcel Corporation executive Gail E. Lehman, EVP and Chief Legal & Sustainability Officer, filed an amended insider report adjusting a prior tax-withholding entry and reflecting new equity awards. The amendment notes that 1,060 shares of common stock were withheld at $82.81 per share to cover taxes on a performance-based share award, leaving 20,148 shares beneficially owned directly.

Lehman also reported 2,872 restricted stock units, each convertible into one Hexcel common share, vesting in equal installments on the first three anniversaries of the grant date. In addition, she received 6,906 non-qualified stock options with an exercise price of $81.59 per share, vesting in three equal annual installments and expiring on February 2, 2036.

Hexcel Corporation executive Gail E. Lehman, EVP and Chief Legal & Sustainability Officer, reported amended insider equity transactions involving restricted stock units. On January 29 and 30, 2026, RSUs converted into a total of 2,001 shares of common stock at an exercise price of $0, reflecting vesting of prior awards.

To cover taxes on these RSU conversions, Hexcel withheld 484 shares at $84.56 per share and 401 shares at $82.81 per share, both dispositions coded as tax withholdings. After these transactions, Lehman directly beneficially owned 21,208 shares of Hexcel common stock. The filing is an amendment to correct an earlier administrative error in the number of shares withheld for taxes and to adjust the post-transaction ownership figures accordingly.

Hexcel Corporation files its 10-K describing its 2025 business, risks and market exposure as a global producer of advanced composite materials and engineered products for aerospace and industrial uses.

Net sales to third parties were $1,516.2 million in Composite Materials and $377.7 million in Engineered Products, representing about 80% and 20% of net sales. Commercial Aerospace accounted for 61% of 2025 net sales, with 39% of total sales to Airbus and its subcontractors and 13% to Boeing and its subcontractors. Defense, Space & Other represented the remaining 39%.

During 2025 Hexcel divested its Neumarkt, Austria industrial composites business, divested its Hartford, Connecticut additive printing business and closed its Welkenraedt, Belgium facility to streamline operations and focus on core carbon fiber composites. The company highlights strong customer concentration, global manufacturing, raw material and supply chain risks, extensive environmental and safety regulation, cybersecurity threats and dependence on government defense spending. Hexcel employed 5,563 people as of December 31, 2025 and reports full ISO 14001:2015 environmental certification across all sites.

Hexcel Corp executive Lilian Regis Brayle, President EMEA/AP & Industrial, reported new equity awards. On February 2, 2026, Brayle received 1,736 restricted stock units, each representing one future share of Hexcel common stock, and 4,175 non-qualified stock options with an exercise price of $81.59 per share.

The RSUs vest two-thirds on the second anniversary of the grant date and the remaining one-third on the third anniversary, then convert into the same number of shares. The stock options vest in three equal annual installments on the first three anniversaries of the grant date.

Hexcel Corporation officer Amy S. Evans reported routine equity compensation and related tax withholding transactions. On 01/30/2026, 140 shares of common stock were withheld at $82.81 per share to cover taxes from a performance-based share award, leaving 3,479 common shares directly owned.

On 02/02/2026, Evans received 659 restricted stock units, each representing one future share of Hexcel common stock, and 793 non-qualified stock options with an exercise price of $81.59. Both the RSUs and options vest in equal installments on the first three anniversaries of the grant date.