PACCAR (PCAR) counsel reports RSU conversion and tax share disposal

Rhea-AI Filing Summary

PACCAR INC vice president and general counsel Michael K. Walton reported equity award activity and related tax withholding. On March 1, 2026, 490 Stock Units (LTIP) were converted to the same number of PACCAR common shares at a stated price of $0.00 per share, reflecting a derivative exercise upon vesting of restricted stock units under the Long Term Incentive Plan.

Those 490 newly issued common shares are shown as acquired, increasing his directly held common stock to 3,005 shares before tax withholding. On March 2, 2026, 120 common shares were disposed of at $126.09 per share to cover tax liabilities tied to the vesting of restricted awards, leaving 2,885 common shares held directly afterward. Additional line items update holdings in stock options and deferred compensation and savings plans, which are convertible to common stock on a one-for-one basis upon meeting plan conditions.

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^*

WALTON MICHAEL K

(Last) (First) (Middle)

777 - 106TH AVE. N.E.

(Street)

BELLEVUE WA 98004

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
PACCAR INC [ PCAR ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	VICE PRESIDENT/GENERAL COUNSEL

3. Date of Earliest Transaction (Month/Day/Year)
03/01/2026

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	03/01/2026		M(1)		490	A	$0(1)	3,005	D
Common Stock	03/02/2026		F(2)		120	D	$126.09	2,885	D
Common Stock								6,675.163	I	By PACCAR Savings Investment Plan (SIP)

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
Stock Units (LTIP)	(3)	03/01/2026		M(1)			490	(3)	(3)	Common Stock	490	(3)	2,997	D
Stock Option	$62.8667							01/01/2025	02/07/2032	Common Stock	1,302		1,302	D
Stock Option	$71.95							01/01/2026	02/08/2033	Common Stock	7,918		7,918	D
Stock Option	$104.16							01/01/2027	02/05/2034	Common Stock	6,108		6,108	D
Stock Option	$109.13							01/01/2028	02/03/2035	Common Stock	5,844		5,844	D
Stock Option	$127.35							01/01/2029	02/06/2036	Common Stock	5,674		5,674	D
Stock Units (DCP)	(4)							(4)	(4)	Common Stock	13,873.98		13,873.98	D

Explanation of Responses:

1. Restricted stock units converted to common stock on a one-for-one basis upon satisfaction of all applicable vesting conditions.

2. Shares withheld for payment of tax liability in connection with the vesting of restricted shares and/or restricted stock units.

3. Restricted stock units awarded under PACCAR Long Term Incentive Plan (LTIP) and convertible to common stock on a one-for-one basis upon satisfaction of all applicable vesting conditions. Each award vests in four equal installments commencing on March 1 following the award and January 1 of the next three years.

4. Share units held in deferred phantom stock account under PACCAR Deferred Compensation Plan (DCP) convertible to common stock on a one-for-one basis upon satisfaction of all applicable conditions.

	Michael R. Beers, by Power of Attorney	03/02/2026
	** Signature of Reporting Person	Date
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FAQ

What insider transactions did PACCAR (PCAR) report for Michael K. Walton?

PACCAR reported that Michael K. Walton acquired 490 common shares through conversion of Stock Units under its Long Term Incentive Plan, then disposed of 120 shares to satisfy tax withholding, ending with 2,885 common shares held directly, plus additional option and deferred share unit positions.

Was the PACCAR (PCAR) insider share disposal an open-market sale?

No, the 120-share disposal was for tax withholding. The filing labels the transaction with code F, meaning shares were withheld or delivered to cover tax liabilities from vesting restricted stock or units, rather than an ordinary open-market sale initiated for portfolio reasons.

How many PACCAR (PCAR) shares does Michael K. Walton hold after these transactions?

After the reported activity, Michael K. Walton directly holds 2,885 shares of PACCAR common stock. He also has positions in stock options, Stock Units under the Long Term Incentive Plan, and deferred phantom stock units in the Deferred Compensation Plan, all convertible one-for-one into common shares upon plan conditions.

What is the significance of the 490 PACCAR (PCAR) Stock Units (LTIP) in this Form 4?

The 490 Stock Units (LTIP) converted into 490 PACCAR common shares at $0.00 per share, reflecting vesting of long-term incentive awards. These restricted stock units were granted under PACCAR’s Long Term Incentive Plan and convert to common stock on a one-for-one basis when vesting conditions are met.

How are PACCAR (PCAR) deferred compensation plan units treated in this filing?

The filing shows 13,873.98 share units in a PACCAR Deferred Compensation Plan account. These are phantom stock units that are convertible into PACCAR common stock on a one-for-one basis once applicable plan conditions are satisfied, rather than immediate, freely tradable common shares.

What indirect PACCAR (PCAR) holdings does Michael K. Walton report?

In addition to directly held shares, Michael K. Walton reports 6,675.163 PACCAR common shares held indirectly through the PACCAR Savings Investment Plan. This reflects plan-based ownership, with the nature of ownership labeled as by the company’s Savings Investment Plan on his behalf.