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ROK Form 4: SVP Fordenwalt converts 329 performance shares to common stock

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

Rhea-AI Filing Summary

Matthew W. Fordenwalt, Senior Vice President, Lifecycle Services at Rockwell Automation, Inc. (ROK), reported a Section 16 insider transaction showing he received 329 performance shares. The award traces to a grant made on December 9, 2022 that paid out based on three-year total shareowner return versus the S&P 500, with payout determined at the end of that performance period. The Form 4 lists a transaction date of October 1, 2025 and shows the performance shares convert to 329 shares of common stock at a price of $0, reported as direct ownership. The filing notes the performance shares vest on December 9, 2025 provided Mr. Fordenwalt remains an employee, and the Form 4 was signed on October 3, 2025.

Positive

  • 329 performance shares converted to 329 common shares, demonstrating pay tied to performance
  • Award based on three-year total shareowner return vs. S&P 500, aligning executive incentives with shareholders
  • Conversion reported as direct ownership, increasing transparency of insider holdings

Negative

  • None.

Insights

Insider received performance-based equity tied to three-year TSR vs. the S&P 500.

The filing documents the payout of 329 performance shares originally granted on December 9, 2022, with the final number determined after a three-year performance period. Because the award is performance-based and settled in common stock (or cash equivalent), it aligns senior pay with shareholder returns.

The award vests on December 9, 2025 subject to continued employment, which retains a retention element in addition to performance alignment.

Transaction is routine disclosure of an executive compensation payout, not a trading decision.

The Form 4 records conversion of performance shares to 329 shares at $0, indicating settlement from an equity incentive plan rather than an open-market purchase or sale. Reporting as direct ownership clarifies beneficial ownership changes for regulatory transparency.

No sale or external transfer is reported, and the filing was executed via power of attorney on October 3, 2025.

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*
Fordenwalt Matthew W.

(Last) (First) (Middle)
1201 S 2ND STREET

(Street)
MILWAUKEE WI 53204

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
ROCKWELL AUTOMATION, INC [ ROK ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
SVP Lifecycle Services
3. Date of Earliest Transaction (Month/Day/Year)
10/01/2025
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
Performance Shares (1) 10/01/2025 A 329(2) (3) 12/09/2025 Common Stock 329 $0 329 D
Explanation of Responses:
1. Each performance share represents a contingent right to receive one share of Company common stock (or the cash equivalent).
2. On December 9, 2022, the reporting person was granted a target number of performance shares, with the payout from 0 to 200% of target based on the Company's total shareowner return compared to the performance of companies in the S&P 500 Index over a three-year period. The payout was calculated at the end of the three-year period resulting in the reported number of performance shares received.
3. Each performance share represents a contingent right to receive one share of Company common stock (or the cash equivalent). The performance shares vest on December 9, 2025, provided the reporting person is still an employee of the Company on that date, subject to limited exceptions.
Remarks:
Danielle White, By Power of Attorney for Matthew W. Fordenwalt 10/03/2025
** 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

What did Matthew W. Fordenwalt report on Form 4 for ROK?

He reported receipt of 329 performance shares that converted to 329 shares of common stock, with a transaction date of 10/01/2025.

When were the performance shares originally granted?

The performance shares were granted on December 9, 2022 with a three-year performance period determining the payout.

Do the performance shares have vesting conditions?

Yes, the performance shares vest on December 9, 2025, provided the reporting person remains an employee on that date.

What price was reported for the shares on the Form 4?

The reported price for the conversion is $0, consistent with settlement of performance awards into shares.

How was the Form 4 signed and when?

The Form 4 was signed by Danielle White, by power of attorney for Matthew W. Fordenwalt on 10/03/2025.

Was this a purchase or sale transaction?

No purchase or sale; the filing reports the settlement of a performance award into 329 shares (conversion/vesting event).
Rockwell Automat

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43.78B
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Specialty Industrial Machinery
Measuring & Controlling Devices, Nec
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United States
MILWAUKEE