Ingersoll Rand (IR) SVP updates holdings after performance-based RSU vesting

Rhea-AI Filing Summary

Ingersoll Rand Inc. insider Elizabeth Meloy Hepding, Senior Vice President, Corporate Development, reported equity compensation activity. On February 6, 2026, she acquired 5,058 shares of common stock at $0 per share from performance-based restricted stock units granted on February 23, 2023, which were certified as having met their performance threshold.

On the same date, 1,509 shares of common stock at $98.5 per share were withheld to cover taxes due on this vesting. After these transactions, she directly owned 16,200 shares of Ingersoll Rand common stock.

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

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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^*

Hepding Elizabeth Meloy

(Last) (First) (Middle)

C/O INGERSOLL RAND INC.

525 HARBOUR PLACE DRIVE, SUITE 600

(Street)

DAVIDSON NC 28036

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Ingersoll Rand Inc. [ IR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	See Remarks

3. Date of Earliest Transaction (Month/Day/Year)
02/06/2026

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	02/06/2026		A(1)		5,058	A	$0	17,709	D
Common Stock	02/06/2026		F(2)		1,509	D	$98.5	16,200	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

Explanation of Responses:

1. On February 23, 2023, the Reporting Person was granted restricted stock units subject to performance-based vesting conditions. On February 6, 2026, these units were certified as meeting the performance threshold that resulted in vesting of the number of restricted stock units reported above and these restricted stock units, which were not previously reported, were deemed earned and vested immediately and settled into shares of common stock on a one-for-one basis.

2. Represents shares withheld to pay taxes applicable to vesting of performance-based restricted stock units described herein.

Remarks:

Title: Senior Vice President, Corporate Development

	/s/ Andrew Schiesl, as Attorney-in-Fact	02/10/2026
	** 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 insider transaction did IR executive Elizabeth Meloy Hepding report?

Elizabeth Meloy Hepding reported vesting of performance-based restricted stock units into 5,058 Ingersoll Rand shares. These units were granted in 2023 and certified as meeting performance conditions in February 2026, then settled one-for-one into common stock.

How many Ingersoll Rand (IR) shares did the insider receive from RSU vesting?

She received 5,058 shares of Ingersoll Rand common stock from performance-based restricted stock units. The units vested after meeting a defined performance threshold and were settled into an equal number of common shares on February 6, 2026.

Why were 1,509 Ingersoll Rand shares withheld in this Form 4 filing?

The 1,509 Ingersoll Rand shares were withheld to pay taxes due on the vesting of performance-based restricted stock units. This tax withholding is a non-open-market, administrative transaction tied directly to the equity compensation vesting.

What is Elizabeth Meloy Hepding’s role at Ingersoll Rand (IR)?

Elizabeth Meloy Hepding is identified as an officer of Ingersoll Rand with the title Senior Vice President, Corporate Development. This role is disclosed in connection with her status as a reporting person for this insider equity compensation transaction.

How many Ingersoll Rand shares does the insider own after these transactions?

Following the reported grant settlement and tax withholding, Elizabeth Meloy Hepding directly owned 16,200 shares of Ingersoll Rand common stock. This figure reflects her updated beneficial ownership after the February 6, 2026 transactions.

What were the terms of the performance-based RSUs reported by IR’s insider?

The performance-based restricted stock units were granted on February 23, 2023 and were subject to performance-based vesting conditions. On February 6, 2026, they were certified as meeting the performance threshold and immediately vested, settling into common shares one-for-one.