[144] Modine Manufacturing Co SEC Filing

Rhea-AI Filing Summary

Modine Manufacturing Co. (MOD) filed a Form 144 disclosing a proposed insider sale of 25,761 common shares (0.05% of the 52.54 million shares outstanding). The shares, valued at an aggregate ≈ $3.48 million based on the market price used in the filing, are scheduled to be sold through Wells Fargo Securities on or about 08 Aug 2025 on the NYSE.

The seller acquired the stock via the 2008 and 2017 Incentive Compensation Plans, receiving 12,978 shares on 20 Jul 2017 and 12,783 shares on 19 Jul 2018 as equity awards. The filer reports no other sales in the past three months and affirms awareness of no material non-public adverse information.

While the dollar value is modest relative to MOD’s market capitalization, Form 144 filings can indicate insider activity and may draw short-term investor attention. No operational or earnings data are disclosed in this notice.

Positive

• Sale size is immaterial at roughly 0.05% of shares outstanding, limiting dilution or market impact.
• Compliance transparency: detailed Rule 144 disclosure and attestation reduce governance risk.

Negative

• Insider selling, even if small, can be interpreted as reduced near-term confidence by the seller.

Insights

Securities Analyst

TL;DR: Minor insider sale (25.8k shares, 0.05% float) via Rule 144; unlikely to move valuation, but flags modest profit-taking.

The planned divestiture totals about $3.5 million, a negligible slice of MOD’s float and recent average daily volume, so liquidity impact is minimal. Such sales are routine for award recipients and do not necessarily imply negative outlook. Absence of other recent sales suggests no broader exit trend. Without earnings or guidance changes, this filing is operationally neutral, yet it remains a data point for monitoring insider sentiment.

Corporate Governance Expert

TL;DR: Standard Rule 144 disclosure; adherence to compliance best practices, minor governance impact.

The filer followed Rule 144 requirements, listing acquisition history, broker details, and an attestation of no undisclosed adverse information. Use of equity compensation plans aligns with typical executive pay structures. The small percentage sold suggests the individual retains a meaningful holding, limiting concerns over commitment. Governance risk is therefore low, and the transaction seems procedural rather than strategic.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common stock	Wells Fargo Securities, LLC 550 South Tryon Street, 6th Floor D1086-060 Charlotte NC 28202	25761	3477735	52538168	08/08/2025	NYSE

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common stock	07/20/2017	Acquired pursuant to the exercise or vesting of awards granted under the issuer's 2008 ICP	Issuer			12978	07/20/2017	Shares of common stock were issued pursuant to an award grant for annual equity compensation.
Common stock	07/19/2018	Acquired pursuant to the exercise or vesting of awards granted under the issuer's 2017 ICP	Issuer			12783	07/19/2018	Shares of common stock were issued pursuant to an award grant for annual equity compensation.

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Nothing to Report

144: Remarks and Signature

Remarks

Date of Notice

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

How many MOD shares are being sold under this Form 144?

The filing covers 25,761 common shares.

What percentage of Modine’s outstanding shares does the sale represent?

Approximately 0.05% of the 52.54 million shares outstanding.

When is the planned sale date for the MOD shares?

The sale is expected on or about 08 August 2025.

How were the shares originally acquired by the seller?

They were equity awards granted under the 2008 and 2017 Incentive Compensation Plans.

Is there any indication of additional insider sales in the past three months?

No. The filer reported "Nothing to Report" for prior three-month sales.