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Director at Johnson Controls (NYSE: JCI) receives share grant and tax share offset

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Johnson Controls International plc director Seetarama Kotagiri reported offsetting equity transactions in company stock. On March 4, 2026, he acquired 1,285 ordinary shares at no cost through a grant of restricted share units that accrue dividend equivalents and convert to shares upon vesting.

On the same date, 1,115 ordinary shares were disposed of at $140.00 per share to satisfy tax obligations by delivering shares. After these transactions, Kotagiri directly owned 4,022.73 ordinary shares of Johnson Controls.

Positive

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Negative

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Insider Kotagiri Seetarama
Role Director
Type Security Shares Price Value
Grant/Award Ordinary Shares 1,285 $0.00 --
Tax Withholding Ordinary Shares 1,115 $140.00 $156K
Holdings After Transaction: Ordinary Shares — 5,137.73 shares (Direct)
Footnotes (1)
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Form 4 Insider Transactions: What Each Field Means →
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
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
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*
Kotagiri Seetarama
(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 5,137.73 D
Ordinary Shares 03/04/2026 F 1,115 D $140 4,022.73 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.
* 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.

Source: View Original Filing on SEC EDGAR

FAQ

What did Johnson Controls (JCI) director Seetarama Kotagiri report on this Form 4?

He reported a grant of 1,285 ordinary shares via restricted share units and a related tax-withholding disposition of 1,115 shares, both on March 4, 2026. After these transactions, he directly held 4,022.73 Johnson Controls ordinary shares.

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

He acquired 1,285 ordinary shares through a grant of restricted share units at no cash cost. These restricted share units accrue dividend equivalent units and convert into ordinary shares when they vest, increasing his direct ownership position in Johnson Controls.

Why were 1,115 Johnson Controls (JCI) shares disposed of in Kotagiri’s Form 4?

The 1,115 ordinary shares were disposed of at $140.00 per share to cover tax liabilities by delivering shares. This is a tax-withholding disposition, not an open-market sale, related to the equity award reported on the same date.

What are the terms of Kotagiri’s restricted share units in Johnson Controls (JCI)?

The restricted share units reflect a grant that accrues dividend equivalent units and later converts into ordinary shares upon vesting. This structure allows Kotagiri to receive additional units tied to dividends before the award ultimately settles in Johnson Controls ordinary shares.

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

Following the March 4, 2026 equity award and tax-withholding disposition, Kotagiri directly owns 4,022.73 ordinary shares. This total reflects his holdings after both the 1,285-share grant and the 1,115-share tax-related share delivery.

Was Kotagiri’s Johnson Controls (JCI) share activity a market buy or sell?

The activity combined a grant of 1,285 ordinary shares via restricted share units and a tax-withholding disposition of 1,115 shares. The disposition represents shares delivered to cover tax liabilities rather than a discretionary open-market purchase or sale of Johnson Controls stock.