JCI (NYSE: JCI) director gets 1,285 RSUs, 1,115 shares withheld

Rhea-AI Filing Summary

Johnson Controls International director Ayesha Khanna reported routine equity compensation and related tax withholding. On March 4, 2026, she acquired 1,285 ordinary shares through a grant of restricted share units that accrue dividend equivalents and convert to ordinary shares upon vesting.

On the same date, 1,115 ordinary shares were disposed of to cover tax liabilities by delivering shares, a non‑open‑market tax‑withholding transaction. After these transactions, she directly owned 5,584.04 ordinary shares.

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^*

KHANNA AYESHA

(Last) (First) (Middle)

5757 N GREEN BAY AVE

(Street)

MILWAUKEE WI 53209

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Johnson Controls International plc [ JCI ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
03/04/2026

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
Ordinary Shares(1)	03/04/2026		A(1)		1,285	A	$0	6,699.04	D
Ordinary Shares	03/04/2026		F		1,115	D	$140	5,584.04	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. Reflects grant of restricted share units. Restricted share units accrue dividend equivalent units and convert to ordinary shares upon vesting.

	/s/ Richard Dancy, attorney-in-fact	03/06/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transactions did JCI director Ayesha Khanna report on this Form 4?

Ayesha Khanna reported a grant of 1,285 restricted share units that convert to ordinary shares upon vesting, and a separate tax-withholding disposition of 1,115 ordinary shares. These transactions reflect routine equity compensation and related tax payments rather than open-market buying or selling.

How many Johnson Controls (JCI) shares did Ayesha Khanna acquire in the latest filing?

She acquired 1,285 ordinary shares through a grant of restricted share units. These units accrue dividend equivalent units and convert into ordinary shares when they vest, increasing her potential future share ownership if the vesting conditions are ultimately satisfied under the award terms.

Was the 1,115-share transaction by JCI director Ayesha Khanna an open-market sale?

No. The 1,115 ordinary shares were disposed of to satisfy tax liabilities by delivering shares, coded as a tax-withholding transaction. This type of disposition is typically part of equity award administration and is different from a discretionary open-market sale for investment purposes.

How many Johnson Controls (JCI) shares does Ayesha Khanna own after these transactions?

Following the reported transactions, Ayesha Khanna directly owns 5,584.04 ordinary shares of Johnson Controls International. This total reflects the new restricted share unit grant, once converted, and the shares used for tax withholding, as disclosed in the ownership figures in the Form 4.

What are the terms of the restricted share units granted to JCI director Ayesha Khanna?

The restricted share units accrue dividend equivalent units and convert into ordinary shares upon vesting. This means she will receive additional units equivalent to dividends and, once vesting requirements are met, the units will settle in Johnson Controls ordinary shares as specified in the award.