Enpro director acquires 20.3 phantom stock units

Enpro Inc. director Thomas M. Botts received additional phantom stock dividend-equivalent awards tied one-for-one to common stock.

Rhea-AI Filing Summary

Enpro Inc. (symbol: NPO) is the issuer of record for a Form 4 filing submitted to the SEC. Botts Thomas M. reported acquisition or exercise transactions in this Form 4 filing.

Enpro Inc. (NPO) reported that director Thomas M. Botts received additional phantom stock awards on September 16, 2026. These consisted of 17.0 units and 3.3186 units of phantom stock, each credited as dividend equivalent rights that track Enpro common stock on a one-for-one basis at a reference value of $287.16 per unit.

The 17.0 units accrued under the Amended and Restated 2002 Equity Compensation Plan of EnPro Industries, Inc., and the 3.3186 units accrued under the Deferred Compensation Plan for Non-Employee Directors (as amended and restated). Vesting and payout for these awards occur on the earliest of death, disability, or the vesting and payout of the underlying related award. No Rule 10b5-1 trading plan is reported for these awards, and the balance of phantom stock for the director reflects multiple prior grants, accruals, and dividend equivalents.

Insider Trade Summary

Grant/Award: 20.3186 shares

Grant/Award 2 txns

Insider Botts Thomas M.

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Phantom Stock F1, F2, F3, F4	17	$287.16	$5K
Grant/Award	Phantom Stock F1, F5, F3, F4	3.3186	$287.16	$952.97

Holdings After Transaction: Phantom Stock — 18,071.656 contracts (Direct)

Footnotes (5)

1. F1. 1-for-1
2. F2. Dividend equivalent rights accrued to previously granted phantom stock awards under the Amended and Restated 2002 Equity Compensation Plan of EnPro Industries, Inc.
3. F3. Vesting and payout occurs on the earliest of death, disability or the vesting and payout of the underlying award with respect to which the dividend equivalents relate.
4. F4. Balance includes multiple phantom stock grants, phantom stock accruals and previously accrued dividend equivalents.
5. F5. Dividend equivalent rights accrued to previously acquired phantom stock under the Deferred Compensation Plan for Non-Employee Directors (as amended and restated) of EnPro Industries, Inc.

Key Figures

Phantom stock units granted (Equity Compensation Plan): 17.0 units Phantom stock units granted (Deferred Compensation Plan): 3.3186 units Reference value per phantom stock unit: $287.16 per unit +2 more

5 metrics

Phantom stock units granted (Equity Compensation Plan) 17.0 units Dividend equivalent rights credited on September 16, 2026 under the Amended and Restated 2002 Equity Compensation Plan

Phantom stock units granted (Deferred Compensation Plan) 3.3186 units Dividend equivalent rights credited on September 16, 2026 under the Deferred Compensation Plan for Non-Employee Directors

Reference value per phantom stock unit $287.16 per unit Value used to report the dividend equivalent phantom stock awards on September 16, 2026

Conversion ratio to common stock 1-for-1 Each phantom stock unit corresponds to one share of Enpro common stock

Total phantom stock units credited in this filing 20.3186 units Combined phantom stock units from both dividend equivalent awards on September 16, 2026

Key Terms

Phantom Stock, dividend equivalent rights, Amended and Restated 2002 Equity Compensation Plan, Deferred Compensation Plan for Non-Employee Directors

4 terms

Phantom Stock financial

"Balance includes multiple phantom stock grants, phantom stock accruals and previously accrued dividend equivalents."

A phantom stock is a form of compensation that gives employees or executives the benefits of stock ownership, such as the increase in stock value, without actually giving them real shares. It acts like a promise to pay the employee the equivalent value of company stock later, often as a bonus or incentive. This allows companies to motivate and reward staff without diluting ownership or transferring actual shares.

dividend equivalent rights financial

"Dividend equivalent rights accrued to previously granted phantom stock awards under the Amended and Restated 2002 Equity Compensation Plan of EnPro Industries, Inc."

Dividend equivalent rights are promises that mirror the cash payments shareholders get from a company’s profits, but they are paid to holders of certain awards (like stock options or restricted stock units) rather than to actual shares. Think of them as a paycheck top‑up that matches dividends while the award is not yet a real stock, and they matter to investors because they add to employee compensation costs and potential share dilution, affecting company profitability and per‑share value.

Amended and Restated 2002 Equity Compensation Plan financial

"Dividend equivalent rights accrued to previously granted phantom stock awards under the Amended and Restated 2002 Equity Compensation Plan of EnPro Industries, Inc."

Deferred Compensation Plan for Non-Employee Directors financial

"Dividend equivalent rights accrued to previously acquired phantom stock under the Deferred Compensation Plan for Non-Employee Directors (as amended and restated) of EnPro Industries, Inc."

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Enpro Inc. (NPO) report for Thomas M. Botts?

Enpro Inc. reported that director Thomas M. Botts received two phantom stock awards on September 16, 2026, totaling 20.3186 units of phantom stock credited as dividend equivalent rights linked one-for-one to Enpro common stock.

How many phantom stock units were granted to the Enpro Inc. (NPO) director and at what value?

Thomas M. Botts was credited with 17.0 phantom stock units and 3.3186 phantom stock units, each valued at $287.16 per unit for reporting purposes, all tied one-for-one to shares of Enpro common stock.

Under which plans were the new Enpro Inc. (NPO) phantom stock awards made?

The 17.0-unit accrual relates to previously granted phantom stock under the Amended and Restated 2002 Equity Compensation Plan, while the 3.3186-unit accrual relates to phantom stock under the Deferred Compensation Plan for Non-Employee Directors (as amended and restated).

When do the new Enpro Inc. (NPO) phantom stock awards vest and pay out?

The phantom stock awards vest and pay out on the earliest of three events: the director’s death, disability, or the vesting and payout of the underlying related award to which the dividend equivalents relate.

Are the Enpro Inc. (NPO) phantom stock awards subject to a Rule 10b5-1 trading plan?

For these reported transactions, no Rule 10b5-1 trading plan is reported. The awards reflect credited dividend equivalent rights rather than open-market purchases or sales of Enpro common stock.

What does the Form 4 say about the director’s overall phantom stock balance at Enpro Inc. (NPO)?

The filing states that the director’s phantom stock balance includes multiple phantom stock grants, phantom stock accruals, and previously accrued dividend equivalents, but it does not list the exact total number of units.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/17/2026 - 06:08 PM Accepted by SEC EDGAR 09/17/2026 - 06:07 PM Learn about SEC filing dates

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^*

Botts Thomas M.

(Last) (First) (Middle)

5605 CARNEGIE BLVD.

SUITE 500

(Street)

CHARLOTTE NORTH CAROLINA 28209

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Enpro Inc. [ NPO ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/16/2026

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

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
Phantom Stock	(1)	09/16/2026		A(2)		17		(3)	(3)	Common Stock	17	$287.16	18,068.3374(4)	D
Phantom Stock	(1)	09/16/2026		A(5)		3.3186		(3)	(3)	Common Stock	3.3186	$287.16	18,071.656(4)	D

Explanation of Responses:

1. 1-for-1

2. Dividend equivalent rights accrued to previously granted phantom stock awards under the Amended and Restated 2002 Equity Compensation Plan of EnPro Industries, Inc.

3. Vesting and payout occurs on the earliest of death, disability or the vesting and payout of the underlying award with respect to which the dividend equivalents relate.

4. Balance includes multiple phantom stock grants, phantom stock accruals and previously accrued dividend equivalents.

5. Dividend equivalent rights accrued to previously acquired phantom stock under the Deferred Compensation Plan for Non-Employee Directors (as amended and restated) of EnPro Industries, Inc.

	Angela P. Winter, Attorney-in-Fact of Thomas M. Botts	09/17/2026
	** 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)