Modine Manufacturing (MOD) executive disposes 463 shares to cover tax withholding

Rhea-AI Filing Summary

Modine Manufacturing executive Eric S. McGinnis reported a small share disposition related to taxes. On May 16, 2026, he disposed of 463 shares of common stock in a private transaction to cover tax withholding, at $271.26 per share. After this tax-withholding event, he directly holds 44,127 shares of Modine common stock.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider McGinnis Eric S

Role President, Commercial HVAC

Type	Security	Shares	Price	Value
Tax Withholding	Common stock	463	$271.26	$126K

Holdings After Transaction: Common stock — 44,127 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

Shares disposed for tax withholding: 463 shares Price per share in disposition: $271.26 per share Shares held after transaction: 44,127 shares +1 more

4 metrics

Shares disposed for tax withholding 463 shares Private transaction on May 16, 2026

Price per share in disposition $271.26 per share Tax-withholding share delivery

Shares held after transaction 44,127 shares Direct ownership following Form 4 event

Tax-withholding transactions 1 transaction, 463 shares Form 4 transaction summary

Key Terms

tax-withholding disposition, Common stock, Form 4, private transaction

4 terms

tax-withholding disposition financial

"transaction_action: "tax-withholding disposition" for 463 shares"

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

Common stock financial

"security_title: "Common stock" in the Form 4 transaction"

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

Form 4 regulatory

"INSIDER FILING DATA (Form 4): Modine Manufacturing Co"

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

private transaction financial

"footnote: "Shares disposed of in a private transaction to cover tax withholding.""

A private transaction is the sale or transfer of securities, assets, or ownership stakes carried out directly between a small number of parties rather than on a public exchange. For investors it matters because these deals are less visible and often less liquid than public trades, so pricing can be harder to verify, the investment can be harder to sell quickly, and buyers or sellers may gain strategic advantages not available in open markets — like negotiated terms similar to a private garage sale versus a crowded marketplace.

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^*

McGinnis Eric S

(Last) (First) (Middle)

1500 DEKOVEN AVE.

(Street)

RACINE WISCONSIN 53403

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
MODINE MANUFACTURING CO [ MOD ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President, Commercial HVAC

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/16/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	05/16/2026		F		463(1)	D	$271.26	44,127	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. Shares disposed of in a private transaction to cover tax withholding.

	/s/ Erin J. Roth, Attorney-in-Fact	05/19/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did MOD executive Eric S. McGinnis report?

Eric S. McGinnis reported a tax-related share disposition. He delivered 463 Modine common shares in a private transaction to cover tax withholding obligations, rather than selling them on the open market, as disclosed in a Form 4 filing.

Was the MOD insider transaction an open-market sale of shares?

No, the transaction was not an open-market sale. The Form 4 states that 463 shares of Modine common stock were disposed of in a private transaction specifically to cover tax withholding, a routine administrative event rather than a discretionary market trade.

How many MOD shares did Eric S. McGinnis dispose of for tax withholding?

He disposed of 463 shares of Modine common stock. The Form 4 describes this as a private transaction to satisfy tax withholding obligations, using existing shares instead of cash, which is common when equity awards vest or are exercised.

What price per share was used in the MOD tax-withholding disposition?

The tax-withholding disposition used a price of $271.26 per Modine common share. This price is applied to the 463 shares delivered to cover tax obligations, as detailed in the Form 4 transaction data for Eric S. McGinnis.

How many MOD shares does Eric S. McGinnis hold after this Form 4 transaction?

Following the tax-withholding disposition, Eric S. McGinnis directly holds 44,127 shares of Modine common stock. This post-transaction holding is reported in the Form 4 and reflects his remaining stake after delivering 463 shares for tax purposes.