NPO Form 4: Director Hauser Ups Phantom Stock via Dividend Credits

Rhea-AI Filing Summary

Form 4 filing overview: On 06/18/2025 EnPro Inc. (NPO) director David L. Hauser reported two derivative transactions involving the company’s phantom stock.

• Transaction type: Automatic acquisitions of dividend-equivalent phantom stock rather than open-market purchases or sales.
• Units acquired: 49 units under the Amended & Restated 2002 Equity Compensation Plan and 14.2591 units under the Deferred Compensation Plan for Non-Employee Directors, totalling 63.2591 phantom shares.
• Reference price: $185.86 per phantom share (plan reference value).
• Resulting ownership: Direct beneficial holding rises from 38,196.874 to 38,260.1331 phantom shares.
• Vesting/payout: Occurs on the earliest of death, disability, or the vesting of the related underlying award.

No common stock was bought or sold and no dispositions were reported. The filing was signed by attorney-in-fact Angela P. Winter on 06/20/2025.

Positive

• Insider ownership increases, albeit marginally, fostering alignment between the director and shareholders.

Negative

• None.

Insights

Financial Analyst

TL;DR: Small automatic insider accrual, mildly positive alignment, immaterial to valuation.

The acquisition stems from dividend-equivalent provisions in existing equity and deferred-compensation plans, not deliberate market buying. Although insider positions increasing is directionally positive, the additional 63 phantom shares (<0.2% of the director’s already modest holding and de minimis versus EnPro’s ~20 million basic shares) is economically insignificant. There is no cash outlay, no change in voting power, and no signal about the company’s near-term prospects. Investors should view the event as routine administrative bookkeeping rather than a catalyst.

Corporate Governance Specialist

TL;DR: Routine dividend-equivalent credit; governance compliant; neutral impact.

The filing reflects proper Section 16 reporting of phantom stock credits tied to outstanding awards, signalling procedural compliance. No red flags emerge: the director remains a non-employee, ownership is direct, and the Rule 10b5-1 option is unchecked. Because credits vest only with the underlying awards, there is no immediate dilution or cash expense to EnPro. From a governance standpoint, this is a standard, low-materiality disclosure.

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^*

HAUSER DAVID L

(Last) (First) (Middle)

5605 CARNEGIE BLVD.

SUITE 500

(Street)

CHARLOTTE NC 28209

(City) (State) (Zip)

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)

3. Date of Earliest Transaction (Month/Day/Year)
06/18/2025

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

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)	06/18/2025		A(2)		49		(3)	(3)	Common Stock	49	$185.86	38,245.874(4)	D
Phantom Stock	(1)	06/18/2025		A(5)		14.2591		(3)	(3)	Common Stock	14.2591	$185.86	38,260.1331(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 David L. Hauser	06/20/2025
	** 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.

FAQ

How many shares did EnPro (NPO) director David L. Hauser acquire on 06/18/2025?

He acquired 63.2591 phantom stock units through dividend-equivalent rights.

Does the Form 4 report any sale of EnPro stock?

No. The filing discloses only acquisitions; no dispositions were reported.

What is the total phantom stock holding of the director after the transaction?

His direct beneficial ownership increased to 38,260.1331 phantom shares.

At what reference price were the phantom shares credited?

The phantom shares were valued at $185.86 each under the plan.

When will the phantom stock vest or be paid out?

Vesting/payout occurs on the earliest of death, disability, or vesting of the underlying award.