Manitowoc (MTW) CFO granted shares; portion withheld for PSU taxes

Rhea-AI Filing Summary

MANITOWOC CO INC EVP & CFO Brian P. Regan reported equity compensation activity in company stock. He acquired 36,702 shares of common stock at no cost through a grant/settlement of performance share units for the period ended December 31, 2025. To cover related tax obligations, 17,250 shares were disposed of via share withholding rather than an open-market sale. After these transactions, he directly owned 168,424 shares of common stock, which the filing notes include restricted stock units, plus 4,172 officer non-qualified stock options.

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

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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^*

Regan Brian P

(Last) (First) (Middle)

C/O THE MANITOWOC COMPANY, INC.

ONE PARK PLAZA, 11270 W PARK PL STE 1000

(Street)

MILWAUKEE WI 53224

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
MANITOWOC CO INC [ MTW ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP & Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/18/2026

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
Common Stock(1)	02/18/2026		A		36,702(2)	A	$0	185,674	D
Common Stock(1)	02/18/2026		F		17,250(3)	D	$14.86	168,424	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
02.27.2019 Officer Non-Qualified Options	$18.4							02/27/2020	02/27/2029	Common Stock	4,172		4,172	D

Explanation of Responses:

1. Common stock includes restricted stock units.

2. Represents the settlement of performance share units for the performance period ended December 31, 2025.

3. Represents the number of shares withheld to satisfy applicable tax withholding obligations on settled performance share units.

	/s/ Jennifer L. Peterson, by Power of Attorney	02/20/2026
	** 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).
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FAQ

What insider transactions did Manitowoc (MTW) CFO Brian P. Regan report?

Brian P. Regan reported an equity grant and tax share withholding. He acquired 36,702 shares of common stock at no cost from performance share units and had 17,250 shares withheld to satisfy tax obligations, resulting in 168,424 directly owned common shares.

Was the Manitowoc (MTW) CFO’s Form 4 a market sale of shares?

The filing does not show an open-market sale. Instead, 17,250 shares were disposed of through tax withholding on settled performance share units, meaning shares were withheld to pay taxes rather than sold on the open market to investors.

How many Manitowoc (MTW) shares does the CFO own after this Form 4?

After the reported transactions, Brian P. Regan directly owned 168,424 shares of Manitowoc common stock. The filing also notes 4,172 officer non-qualified stock options and states that the reported common stock figure includes restricted stock units granted as equity compensation.

What type of equity award did the Manitowoc (MTW) CFO receive?

He received shares from a performance share unit award. The Form 4 states that 36,702 common shares represent the settlement of performance share units for the performance period ended December 31, 2025, delivered at no cash cost to the executive officer.

Why were 17,250 Manitowoc (MTW) shares withheld in the CFO’s Form 4?

The 17,250 shares represent tax withholding on the equity award. The filing explains these shares were withheld to satisfy applicable tax withholding obligations on the settled performance share units, rather than being sold as a discretionary transaction in the public market.