Ingersoll Rand (IR) Form 4 — 483 RSUs Granted to SVP CHRO; 212 Shares Tax Withheld

Rhea-AI Filing Summary

Ingersoll Rand Inc. (IR) reporting by Kathleen M. Keene, Senior Vice President and Chief Human Resources Officer. The filing discloses restricted stock units (RSUs) scheduled to begin vesting on 08/20/2025: 483 RSUs were recorded as granted and will vest in four equal annual installments, each settled in shares, cash or a combination. To cover taxes on vesting, 212 shares were withheld at $79.04 per share. After these transactions the reporting person beneficially owned 11,650 shares of common stock and 1,450 RSUs/derivative securities.

Positive

• 483 restricted stock units granted with a multi-year vesting schedule supporting retention and alignment with shareholders
• Settlement flexibility (shares, cash, or combination) provides the company optionality to manage dilution and cash impact
• Reporting person is a senior executive (SVP, CHRO), confirming the grant is part of executive compensation

Negative

• 212 shares withheld to cover taxes, reducing the reporting person's net share holdings following the vesting event

Insights

Corporate Governance Expert

TL;DR: Routine executive equity grant and tax withholding; no change to control or governance.

The filing documents a compensation-related equity transaction for the company's CHRO rather than any purchase or sale signaling governance change. The 483 RSUs vesting over four years aligns executive compensation with multi-year retention. The withholding of 212 shares to satisfy taxes is a standard payroll action and reduces outstanding shares held by the reporting person but is not material to company control or capital structure.

Compensation / HR Specialist

TL;DR: Typical time‑based RSU award used for retention; vesting schedule supports multi-year alignment.

The RSU award that begins vesting on 08/20/2025 in four equal annual installments is a common retention mechanism that ties executive pay to future performance and tenure. Settlement may be shares, cash, or a mix, giving the company flexibility in dilution and cash flow. The tax-withholding of 212 shares at $79.04 is a routine administrative step upon vesting.

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

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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^*

Keene Kathleen M.

(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)
08/20/2025

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	08/20/2025		M		483	A	(1)	11,862	D
Common Stock	08/20/2025		F(2)		212	D	$79.04	11,650	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)	08/20/2025		M			483	(1)	(1)	Common Stock	483	$0	1,450	D

Explanation of Responses:

1. These restricted stock units vest in four equal annual installments beginning on August 20, 2025 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 shares withheld to pay taxes applicable to vesting of restricted stock units.

Remarks:

Title: Senior Vice President, Chief Human Resources Officer

	/s/ Andrew Schiesl, as Attorney-in-Fact	08/21/2025
	** 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.

FAQ

What transaction did Kathleen M. Keene report on Form 4 for IR?

She reported 483 restricted stock units (RSUs) scheduled to begin vesting on 08/20/2025 and the withholding of 212 shares to pay taxes.

How do the 483 RSUs vest according to the filing?

The RSUs vest in four equal annual installments beginning on 08/20/2025 and upon vesting may be settled in shares, cash, or a combination.

How many shares did the reporting person beneficially own after the reported transactions?

11,650 shares of common stock and 1,450 derivative securities/RSUs were reported as beneficially owned following the transactions.

What price was used for the shares withheld to cover taxes?

Shares withheld to satisfy taxes were reported at $79.04 per share for 212 shares.

What is Kathleen Keene's role at Ingersoll Rand?

She is listed as Senior Vice President, Chief Human Resources Officer.