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Pentair (PNR) EVP & Chief HR Officer reports new equity awards and tax share surrenders

Filing Impact
(Neutral)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

PENTAIR plc executive Tanya L. Hooper, EVP & Chief HR Officer, reported new equity awards and related share transactions. On 01/02/2026, she received 2,370 restricted stock units under the Pentair plc 2020 Share and Incentive Plan, each representing one common share upon vesting. On the same date, she also received an employee stock option covering 6,643 common shares at an exercise price of $105.47 per share, expiring on 01/02/2036, with one-third of the options becoming exercisable on each of the first three anniversaries of the grant.

To cover taxes on vesting restricted stock units, Hooper surrendered small blocks of common shares, including 296 shares at $105.47 on 01/02/2026 and additional 214 and 383 shares at prices of $105.47 and $102.67 on 01/02/2026 and 01/03/2026. Her end-of-period holdings also reflect shares acquired through a dividend reinvestment plan and monthly purchases under an employee stock purchase plan.

Positive

  • None.

Negative

  • None.
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*
Hooper Tanya L

(Last) (First) (Middle)
5500 WAYZATA BLVD.
SUITE 900

(Street)
GOLDEN VALLEY MN 55416

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
PENTAIR plc [ PNR ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
EVP & Chief HR Officer
3. Date of Earliest Transaction (Month/Day/Year)
01/02/2026
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 Shares - Restricted Stock Units 01/02/2026 A(1) 2,370 A $0 23,980.59(2)(3) D
Common Shares 01/02/2026 F(4) 296 D $105.47 9,857.0528(3)(5) D
Common Shares 01/02/2026 F(4) 214 D $105.47 10,271.0528(3)(5) D
Common Shares 01/03/2026 F(4) 383 D $102.67 11,179.0528(3)(5) 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
Employee Stock Option (right to buy) $105.47 01/02/2026 A(6) 6,643 (7) 01/02/2036 Common Shares 6,643 $0 6,643 D
Explanation of Responses:
1. Restricted stock units granted pursuant to and subject to a vesting condition of the Pentair plc 2020 Share and Incentive Plan. Each restricted stock unit represents a right to receive one Pentair plc share upon vesting.
2. End-of-period holdings include shares acquired under a dividend reinvestment plan in exempt transactions not required to be reported pursuant to Section 16(a).
3. End-of-period holdings reflect the vesting of restricted stock units that were previously reported.
4. Shares surrendered to pay taxes applicable to vesting of restricted stock units.
5. End-of-period holdings include monthly purchases under the ESPP in exempt transactions pursuant to Rule 16b-3(c).
6. Employee stock option granted under the Pentair plc 2020 Share and Incentive Plan.
7. One-third of the stock options become exercisable on the first, second and third anniversary of the grant.
/s/ John K. Wilson, Attorney-in-Fact for Tanya L. Hooper 01/06/2026
** 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.

FAQ

What insider transactions did PENTAIR plc (PNR) report for Tanya L. Hooper?

Tanya L. Hooper, EVP & Chief HR Officer of PENTAIR plc (PNR), reported the grant of 2,370 restricted stock units, a new stock option for 6,643 common shares at $105.47 per share, and several small share surrenders to cover taxes on vesting restricted stock units.

How many restricted stock units were granted to the PENTAIR (PNR) executive and under what plan?

On 01/02/2026, Tanya L. Hooper was granted 2,370 restricted stock units under the PENTAIR plc 2020 Share and Incentive Plan. Each restricted stock unit represents the right to receive one Pentair plc common share upon vesting.

What are the terms of the new stock options reported by PENTAIR plc (PNR)?

The filing shows an employee stock option granted on 01/02/2026 for 6,643 common shares at an exercise price of $105.47 per share. The option expires on 01/02/2036, and one-third of the stock options become exercisable on the first, second, and third anniversaries of the grant.

Why did the PENTAIR (PNR) officer dispose of some common shares in this Form 4?

The filing states that certain common shares were surrendered to pay taxes applicable to the vesting of restricted stock units. These transactions are coded as "F" and include blocks such as 296 shares at $105.47 and other similar amounts.

How are dividend reinvestment and ESPP purchases reflected in the PENTAIR (PNR) holdings?

The end-of-period holdings disclosed for Tanya L. Hooper include shares acquired under a dividend reinvestment plan and monthly purchases under an employee stock purchase plan, both described as exempt transactions not required to be separately reported under Section 16(a).

What role does Tanya L. Hooper hold at PENTAIR plc (PNR) in this insider report?

In this report, Tanya L. Hooper is identified as an Officer of PENTAIR plc, serving as EVP & Chief HR Officer, and the Form 4 is filed for one reporting person.

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16.89B
162.26M
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Specialty Industrial Machinery
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