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Modine (NYSE: MOD) executive granted 39,575 shares and withholds 15,573 for taxes

Filing Impact
(Very High)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

MODINE MANUFACTURING CO executive Eric S. McGinnis, President of Commercial HVAC, reported routine equity compensation and related tax withholding. He received 39,575 shares of common stock at no cost, issued in settlement of Performance Stock for the 2024–2026 period, and 15,573 shares were disposed of in a private transaction to cover tax withholding. Following these transactions, he directly holds 83,702 common shares.

Positive

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Insider McGinnis Eric S
Role President, Commercial HVAC
Type Security Shares Price Value
Grant/Award Common stock 39,575 $0.00 --
Tax Withholding Common stock 15,573 $295.88 $4.61M
Holdings After Transaction: Common stock — 83,702 shares (Direct, null)
Footnotes (1)
  1. Shares issued in settlement of Performance Stock for the performance period 2024 through 2026. Shares disposed of in a private transaction to cover tax withholding.
Tax-withholding shares 15,573 shares Common stock disposed on 2026-05-26 to cover tax withholding
Tax-withholding price $295.88 per share Implied value for 15,573-share tax-withholding disposition
Equity award shares 39,575 shares Common stock grant/award on 2026-05-26 at $0.00 per share
Award price $0.00 per share Grant/award acquisition of 39,575 common shares
Shares after award 83,702 shares Total MOD common shares directly owned after award transaction
Shares after tax disposition 68,129 shares Total MOD common shares directly owned after tax-withholding disposition
Performance Stock financial
"Shares issued in settlement of Performance Stock for the performance period 2024 through 2026."
tax withholding financial
"Shares disposed of in a private transaction to cover tax withholding."
Tax withholding is the practice of taking a portion of a payment—such as wages, dividends, or sale proceeds—before it reaches the recipient and sending that portion to the tax authority as an advance on the recipient’s eventual tax bill. For investors it matters because withholding reduces immediate cash received and affects after‑tax returns, estimated tax payments, and whether you may owe more or receive a refund when taxes are finally calculated, like having a small automatic savings set aside for your tax bill.
grant/award acquisition financial
"transaction_action: grant/award acquisition"
Payment of exercise price or tax liability by delivering securities financial
"transaction_code_description: Payment of exercise price or tax liability by delivering securities"
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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)
Director10% Owner
XOfficer (give title below)Other (specify below)
President, Commercial HVAC
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/26/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common stock05/26/2026A39,575(1)A$083,702D
Common stock05/26/2026F15,573(2)D$295.8868,129D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Shares issued in settlement of Performance Stock for the performance period 2024 through 2026.
2. Shares disposed of in a private transaction to cover tax withholding.
/s/ Erin J. Roth, Attorney-in-Fact05/28/2026
** Signature of Reporting PersonDate
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 transactions did MOD executive Eric S. McGinnis report on this Form 4?

Eric S. McGinnis reported receiving 39,575 MOD common shares as an equity award and disposing of 15,573 shares in a private transaction to cover tax withholding. Both movements are compensation-related rather than open-market trading.

How many MOD shares did Eric S. McGinnis receive as an equity award?

He received 39,575 shares of MOD common stock at no cost as a grant or award. Footnotes state these were issued in settlement of Performance Stock for the 2024 through 2026 performance period.

Why were 15,573 MOD shares disposed of by Eric S. McGinnis?

15,573 MOD common shares were disposed of in a private transaction to cover tax withholding obligations. The Form 4 classifies this as a tax-withholding disposition rather than an open-market sale, aligning with the compensation-related share award.

What is Eric S. McGinnis’s MOD shareholding after these transactions?

After the reported transactions, Eric S. McGinnis directly holds 83,702 MOD common shares. This post-transaction balance reflects both the 39,575-share award and the 15,573 shares used to satisfy tax withholding requirements.

What role does Eric S. McGinnis hold at MODINE MANUFACTURING CO?

Eric S. McGinnis is an officer of MODINE MANUFACTURING CO, serving as President, Commercial HVAC. The reported Form 4 transactions relate to his equity-based compensation in MOD common stock associated with this leadership position.