MODINE (NYSE: MOD) CEO logs private share disposal to cover taxes

Q: What insider transaction did MOD CEO Neil Brinker report on this Form 4?

Neil Brinker reported a tax-withholding disposition of 3,721 shares of MOD common stock. The shares were disposed of in a private transaction to cover tax withholding obligations tied to equity compensation, rather than through an open-market sale.

Q: Was the MOD Form 4 transaction an open-market sale of shares?

No, the Form 4 describes a private transaction to cover tax withholding. The 3,721 shares were disposed of specifically for tax purposes, not sold on the open market, so it carries limited informational value about management’s view of the stock.

Q: Does the MOD Form 4 show any options exercises or derivative transactions?

No derivative transactions are listed in this Form 4. The derivativeSummary is empty , and transaction data show only a non-derivative common stock tax-withholding disposition, with no option exercises or conversions reported in this particular filing.

Filing Impact

(Very High)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

MODINE MANUFACTURING CO President and CEO Neil David Brinker reported a tax-related share disposition. On a Form 4, he disclosed that 3,721 shares of common stock were disposed of in a private transaction to cover tax withholding obligations. After this tax-withholding disposition, he directly holds 365,190 shares of Modine common stock, indicating the event is a routine compensation-related adjustment rather than an open-market trade.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Brinker Neil David

Role President and CEO

Type	Security	Shares	Price	Value
Tax Withholding	Common stock	3,721	$278.91	$1.04M

Holdings After Transaction: Common stock — 365,190 shares (Direct, null)

Footnotes (1)

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Key Figures

Tax-withholding shares disposed: 3,721 shares Disposition price per share: $278.91 per share Shares held after transaction: 365,190 shares

3 metrics

Tax-withholding shares disposed 3,721 shares Common stock disposed to cover tax withholding

Disposition price per share $278.91 per share Price used for tax-withholding disposition

Shares held after transaction 365,190 shares Direct MOD common stock holdings post-transaction

Key Terms

tax-withholding disposition, transaction code F, Form 4

3 terms

tax-withholding disposition financial

"tax-withholding disposition of 3,721 shares of common stock"

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.

transaction code F regulatory

"transaction code "F" indicates payment of exercise price or tax liability"

Form 4 regulatory

"reported on a Form 4 insider filing for 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.

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Form 4 Insider Transactions: What Each Field Means →

06/02/2026 - 03:35 PM

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^*

Brinker Neil David

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/31/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common stock	05/31/2026		F		3,721⁽¹⁾	D	$278.91	365,190	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Shares disposed of in a private transaction to cover tax withholding.

	/s/ Erin J. Roth, Attorney-in-Fact	06/02/2026
	** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did MOD CEO Neil Brinker report on this Form 4?

Neil Brinker reported a tax-withholding disposition of 3,721 shares of MOD common stock. The shares were disposed of in a private transaction to cover tax withholding obligations tied to equity compensation, rather than through an open-market sale.

Was the MOD Form 4 transaction an open-market sale of shares?

No, the Form 4 describes a private transaction to cover tax withholding. The 3,721 shares were disposed of specifically for tax purposes, not sold on the open market, so it carries limited informational value about management’s view of the stock.

How many MOD shares does CEO Neil Brinker hold after this tax-withholding transaction?

Following the 3,721-share tax-withholding disposition, Neil Brinker directly holds 365,190 shares of MOD common stock. This indicates that the transaction affected only a small portion of his total reported holdings in the company’s shares.

What does transaction code F mean in the MOD Form 4 for Neil Brinker?

Transaction code F indicates a disposition of shares to pay an exercise price or tax liability. In this MOD filing, it reflects shares disposed of in a private transaction specifically to satisfy tax withholding on equity compensation.

Does the MOD Form 4 show any options exercises or derivative transactions?

No derivative transactions are listed in this Form 4. The derivativeSummary is empty, and transaction data show only a non-derivative common stock tax-withholding disposition, with no option exercises or conversions reported in this particular filing.