[Form 4] RBC Bearings Incorporated 5.00% Series A Mandatory Convertible Preferred Stock Insider Trading Activity

Rhea-AI Filing Summary

Insider transaction by Richard R. Crowell at RBC Bearings Inc. (RBC) On 09/04/2025 the reporting person disposed of 125 shares of common stock (transaction code G) at a reported price of $0, and after the transaction beneficially owned 32,142 shares. The filing also discloses multiple outstanding options to purchase common stock with exercise prices ranging from $137.44 to $365.87 and various exercise and expiration dates between 06/02/2025 and 05/30/2032. The filing states 1,384 shares of restricted stock remain outstanding with specified vesting schedules across 2026–2028. The form was signed by an attorney-in-fact on 09/04/2025.

Positive

• Continued beneficial ownership of 32,142 common shares after the reported transaction
• Detailed disclosure of multiple option grants with exercise prices and explicit vesting/expiration schedules
• 1,384 restricted shares remain outstanding with clear vesting timelines through 2028, showing alignment with long-term incentives

Negative

• Disposition of 125 common shares reported on 09/04/2025 (transaction code G) at a reported price of $0
• Potential future dilution from numerous outstanding options exercisable through 2032 and scheduled restricted stock vesting

Insights

Corporate Governance Expert

TL;DR: Minor reported disposition; substantial retained equity and multiple long-dated option grants remain.

The reported sale of 125 shares at a $0 price likely reflects a non-sale disposition code rather than a market sale; the reporting person continues to beneficially own 32,142 common shares and holds numerous option grants with staggered vesting and expirations through 2032. The filing also documents 1,384 restricted shares with detailed vesting dates, indicating ongoing alignment with long-term compensation arrangements. No material dilution or major change in control is indicated by this single-line Form 4.

Securities Analyst

TL;DR: Transaction is routine and not materially impactful to shareholders based on disclosed quantities.

The disposition of 125 shares is small relative to the 32,142 shares retained and to the aggregate option holdings disclosed. Multiple option tranches with exercise prices and vesting conditions are documented, some fully exercisable and others subject to multi-year vesting schedules. The record provides clear schedules for restricted stock vesting which is relevant for forecasting potential future share dilution but does not alone indicate an immediate material event.

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
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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^*

CROWELL RICHARD R

(Last) (First) (Middle)

102 WILLENBROCK ROAD

ONE TRIBOLOGY CENTER

(Street)

OXFORD CT 06478

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
RBC Bearings INC [ RBC ]

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)
09/04/2025

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
Common Stock	09/04/2025		G		125	D	$0	32,142(1)	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
Option to Purchase Common Stock	$137.44							06/02/2025	06/02/2027	Common Stock	100		100	D
Option to Purchase Common Stock	$199.16							06/03/2023(2)	06/03/2028	Common Stock	800		800	D
Option to Purchase Common Stock	$199.09							06/06/2023(3)	06/06/2029	Common Stock	1,000		1,000	D
Option to Purchase Common Stock	$206.19							06/05/2024(4)	06/05/2030	Common Stock	1,000		1,000	D
Option to Purchase Common Stock	$287.37							05/29/2025(5)	05/29/2031	Common Stock	974		974	D
Option to Purchase Common Stock	$365.87							05/30/2026(6)	05/30/2032	Common Stock	962		962	D

Explanation of Responses:

1. Includes 1,384 shares of restricted stock, which vest according to the following schedule; 400 shares that vest on 6/5/2026; 452 shares 1/2 of which vest on 5/29/2026 and 1/2 vest on 5/29/2027; and 532 shares 1/3 of which vest on 5/30/2026, 1/3 vest on 5/30/2027 and 1/3 vest on 5/30/2028.

2. All these options to purchase Common Stock are exerciseable except for 200 options that vest on 6/3/2026.

3. All these options to purchase Common Stock are exerciseable except for 400 options that are subject to the following vesting schedule - 1/2 vest on 6/6/2026 and 1/2 vest on 6/6/2027.

4. All these options to purchase Common Stock are exerciseable except for 600 options that are subject to the following vesting schedule - 1/3 vest on 6/5/2026, 1/3 vest on 6/5/2027 and 1/3 vest on 6/5/2028.

5. All these options to purchase Common Stock are exerciseable except for 779 that are subject to the following vesting schedule - 1/4 vest on 5/29/2026, 1/4 vest on 5/29/2027, 1/4 vest on 5/29/2028 and 1/4 vest on 5/29/2029.

6. These options to purchase Common Stock are subject to the following vesting schedule - 1/5 vest on 5/30/2026, 1/5 vest on 5/30/2027, 1/5 vest on 5/30/2028, 1/5 vest on 5/30/2029 and 1/5 vest on 5/30/2030.

Remarks:

	/s/John J. Feeney/attorney in fact	09/04/2025
	** 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.
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FAQ

What transaction did Richard R. Crowell report on the Form 4 for RBC?

The Form 4 reports a disposition of 125 shares of common stock on 09/04/2025 (transaction code G) at a reported price of $0.

How many shares does the reporting person own after the transaction?

The reporting person beneficially owns 32,142 shares of common stock following the reported transaction.

What derivative securities does the filing disclose for the reporting person?

The filing discloses multiple options to purchase common stock with exercise prices of $137.44, $199.16, $199.09, $206.19, $287.37, and $365.87 and expirations between 06/02/2027 and 05/30/2032.

Are there any restricted shares disclosed in the Form 4?

Yes. The filing includes 1,384 shares of restricted stock with vesting schedules stated for dates in 2026–2028.

Was the Form 4 signed by the reporting person?

The signature block shows the form was signed by an attorney-in-fact (/s/John J. Feeney/) on 09/04/2025.