Equity awards and tax withholdings for Ingersoll Rand (NYSE: IR) officer

Rhea-AI Filing Summary

Ingersoll Rand Inc. officer Andrew R. Schiesl reported multiple equity transactions involving restricted stock units, stock options, and common shares. On February 22–23, 2026, he acquired common stock through the vesting and conversion of restricted stock units and received new grants of 7,983 restricted stock units and 19,778 stock options. The filing also shows small share dispositions of 538 and 562 common shares, which were withheld to cover tax liabilities related to the vesting, rather than open-market sales.

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^*

Schiesl Andrew R

(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)
02/22/2026

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	02/22/2026		M		1,295	A	(1)	12,700	D
Common Stock	02/22/2026		F(3)		562	D	$95.6	12,138	D
Common Stock	02/23/2026		M		1,241	A	(2)	13,379	D
Common Stock	02/23/2026		F(3)		538	D	$93.94	12,841	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	(1)	02/22/2026		M			1,295	(1)	(1)	Common Stock	1,295	$0	0	D
Restricted Stock Units	(2)	02/23/2026		M			1,241	(2)	(2)	Common Stock	1,241	$0	1,242	D
Restricted Stock Units	(4)	02/23/2026		A		7,983		(4)	(4)	Common Stock	7,983	$0	7,983	D
Stock Options (Right to Buy)	$93.94	02/23/2026		A		19,778		(5)	02/23/2036	Common Stock	19,778	$0	19,778	D

Explanation of Responses:

1. Represents restricted stock units originally granted on February 22, 2022, which vest in four equal annual installments beginning on February 22, 2023, and upon vesting, will each be settled by delivery of one share of common stock, an equivalent amount of cash, or a combination thereof.

2. Represents restricted stock units originally granted on February 23, 2023, which vest in four equal annual installments beginning on February 23, 2024, and upon vesting, will each be settled by delivery of one share of common stock, an equivalent amount of cash, or a combination thereof.

3. Represents shares withheld to pay taxes applicable to vesting of restricted stock units.

4. These restricted stock units vest in four substantially equal annual installments beginning on February 23, 2027, and upon vesting, will each be settled by delivery of one share of common stock, an equivalent amount of cash, or a combination thereof.

5. These stock options vest in four substantially equal annual installments beginning on February 23, 2027.

Remarks:

Title: Senior Vice President, General Counsel, Chief Compliance Officer and Secretary

	/s/ Andrew Schiesl	02/24/2026
	** 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 transactions did Ingersoll Rand (IR) officer Andrew R. Schiesl report?

Andrew R. Schiesl reported equity awards, option grants, and related tax withholdings. He acquired common shares from vesting restricted stock units and received new restricted stock unit and stock option grants, while some shares were withheld to cover taxes due on those vestings.

How many restricted stock units did Andrew R. Schiesl receive at Ingersoll Rand (IR)?

Andrew R. Schiesl received 7,983 new restricted stock units. Earlier restricted stock units granted in 2022 and 2023 also vested, converting into common stock, with associated tax withholding handled through share dispositions instead of separate cash payments.

What stock option grant did Andrew R. Schiesl report for Ingersoll Rand (IR)?

He reported a grant of 19,778 stock options with a right to buy common shares. These options vest in four substantially equal annual installments beginning February 23, 2027, aligning the award with longer-term service and potential future performance at the company.

Were any of Andrew R. Schiesl’s Ingersoll Rand (IR) share dispositions open-market sales?

The reported share dispositions were for tax withholding, not open-market sales. A total of 538 shares at $93.94 and 562 shares at $95.60 were withheld to pay taxes arising from the vesting of restricted stock units.

When do Andrew R. Schiesl’s new Ingersoll Rand (IR) restricted stock units vest?

The newly granted restricted stock units vest in four substantially equal annual installments beginning February 23, 2027. Upon vesting, each unit will be settled in either one share of common stock, an equivalent cash amount, or a combination of stock and cash.

How are Andrew R. Schiesl’s earlier Ingersoll Rand (IR) restricted stock units structured?

Earlier restricted stock units granted in 2022 and 2023 vest in four equal annual installments. On each vesting date, units are settled in either one share of common stock, an equivalent cash amount, or a mix, with some shares withheld to satisfy related tax obligations.