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Enpro director receives 22.6 phantom stock units

A non-employee director of Enpro Inc. received additional phantom stock dividend equivalents as deferred compensation, not through open-market trading.

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Enpro Inc. (NPO) reported that director John Humphrey received two awards of phantom stock on September 16, 2026, totaling 22.6262 phantom stock units tied 1‑for‑1 to Enpro common shares. These units accrued as dividend equivalent rights on previously acquired and previously granted phantom stock awards.

The phantom stock vests and is paid out on the earliest of death, disability, or vesting and payout of the related underlying award. No Rule 10b5‑1 trading plan is reported for these awards.

Positive

  • None.

Negative

  • None.
Insider Humphrey John
Role Director
Type Security Shares Price Value
Grant/Award Phantom Stock F1, F2, F3, F4 12.6262 $287.16 $4K
Grant/Award Phantom Stock F1, F5, F3, F4 10 $287.16 $3K
Holdings After Transaction: Phantom Stock — 17,891.6377 contracts (Direct)
Footnotes (5)
  1. F1. 1-for-1
  2. F2. 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.
  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 granted phantom stock awards under the Amended and Restated 2002 Equity Compensation Plan of EnPro Industries, Inc.
Phantom stock units (deferred compensation plan) 12.6262 units Dividend equivalent rights accrued on previously acquired phantom stock on September 16, 2026
Phantom stock units (equity compensation plan) 10.0000 units Dividend equivalent rights accrued on previously granted phantom stock awards on September 16, 2026
Total phantom stock units granted 22.6262 units Combined phantom stock dividend equivalent rights acquired by John Humphrey on September 16, 2026
Reference price per phantom stock unit $287.16 per unit Reported transaction price per phantom stock unit for both grants on September 16, 2026
Conversion ratio to common stock 1-for-1 Each phantom stock unit corresponds to one share of Enpro common stock in value terms
Phantom Stock financial
"The security title for both transactions is "Phantom Stock" tied to common stock."
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 acquired or granted phantom stock awards."
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.
Deferred Compensation Plan for Non-Employee Directors financial
"Dividend equivalent rights accrued under the Deferred Compensation Plan for Non-Employee Directors."
Amended and Restated 2002 Equity Compensation Plan financial
"Dividend equivalent rights accrued under the Amended and Restated 2002 Equity Compensation Plan."

FAQ

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

What insider transaction did Enpro Inc. (NPO) report for John Humphrey?

Enpro reported that director John Humphrey acquired two grants of phantom stock on September 16, 2026, representing dividend equivalent rights that accrued on previously acquired or granted phantom stock awards as part of deferred compensation arrangements.

How many phantom stock units did John Humphrey receive in this Enpro (NPO) Form 4?

John Humphrey received 12.6262 phantom stock units under a non-employee director deferred compensation plan and 10.0000 phantom stock units under an equity compensation plan, for a total of 22.6262 phantom stock units tied 1-for-1 to Enpro common stock.

What is the economic linkage of the phantom stock reported for Enpro (NPO)?

Each phantom stock unit is linked 1-for-1 to Enpro common stock, meaning the value of the phantom stock tracks the value of an equivalent number of Enpro shares, but the units themselves are part of deferred compensation, not actual common shares at this time.

When do the reported Enpro (NPO) phantom stock units for John Humphrey vest and pay out?

The phantom stock units vest and are paid out on the earliest of death, disability, or the vesting and payout of the related underlying award to which the dividend equivalents relate, as disclosed in the footnotes to the Form 4.

Were John Humphrey’s Enpro (NPO) phantom stock awards made under a Rule 10b5-1 plan?

No. The Form 4’s Rule 10b5‑1 checkbox is not marked as affirming a trading plan, and the footnotes do not state that these phantom stock accruals were made pursuant to a Rule 10b5‑1 trading arrangement.

What plans govern the dividend equivalent phantom stock reported by Enpro (NPO)?

The 12.6262 units accrued under the Deferred Compensation Plan for Non-Employee Directors of EnPro Industries, Inc., and the 10.0000 units accrued under the Amended and Restated 2002 Equity Compensation Plan of EnPro Industries, Inc., according to the footnotes.

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

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Learn about SEC filing dates
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*
Humphrey John

(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)
XDirector10% 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)
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
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
Phantom Stock(1)09/16/2026A(2)12.6262 (3) (3)Common Stock12.6262$287.1617,881.6377(4)D
Phantom Stock(1)09/16/2026A(5)10 (3) (3)Common Stock10$287.1617,891.6377(4)D
Explanation of Responses:
1. 1-for-1
2. 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.
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 granted phantom stock awards under the Amended and Restated 2002 Equity Compensation Plan of EnPro Industries, Inc.
Angela P. Winter, Attorney-in-Fact of John Humphrey09/17/2026
** 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)

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