STOCK TITAN

Snap-on (NYSE: SNA) CEO vests RSUs, withholds shares to cover taxes

Filing Impact
(Very High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Snap-on Inc. Chairman, President and CEO Nicholas T. Pinchuk reported routine equity activity. On February 9, 2026, 5,549 restricted stock units vested into common shares after a three-year service period. To cover tax withholding on this vesting, 2,333 shares were withheld at $368.12 per share.

Following these transactions, he directly owned 829,581.4362 shares of Snap-on common stock and held an additional 867.7043 shares indirectly through a 401(k) plan. He also continues to hold various vested stock options and time- and performance-based equity awards that may settle in shares if future conditions are met.

Positive

  • None.

Negative

  • None.
Insider PINCHUK NICHOLAS T
Role Chairman, President and CEO
Type Security Shares Price Value
Exercise Restricted Stock Units 5,549 $0.00 --
Exercise Common Stock 5,549 $0.00 --
Tax Withholding Common Stock 2,333 $368.12 $859K
holding Stock Option (Right to Buy) -- -- --
holding Stock Option (Right to Buy) -- -- --
holding Stock Option (Right to Buy) -- -- --
holding Stock Option (Right to Buy) -- -- --
holding Stock Option (Right to Buy) -- -- --
holding Stock Option (Right to Buy) -- -- --
holding Stock Option (Right to Buy) -- -- --
holding Stock Option (Right to Buy) -- -- --
holding Stock Option (Right to Buy) -- -- --
holding Restricted Stock Units -- -- --
holding Restricted Stock Units -- -- --
holding Performance Units -- -- --
holding Performance Units -- -- --
holding Performance Units -- -- --
holding Deferred Stock Units -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Restricted Stock Units — 0 shares (Direct); Common Stock — 831,914.436 shares (Direct); Stock Option (Right to Buy) — 135,000 shares (Direct); Performance Units — 16,645 shares (Direct); Deferred Stock Units — 26,242.585 shares (Direct); Common Stock — 867.704 shares (Indirect, By 401(k) Plan)
Footnotes (1)
  1. The restricted stock units reported above vested on the date indicated based on continued employment of the reporting person throughout the three-year restricted period. Includes 1.6342 shares acquired under a dividend reinvestment plan. Shares were withheld to cover tax withholding upon the vesting of the restricted stock units. This information is based on a plan statement dated December 31, 2025. 1 for 1. The restricted stock units vest three years from the grant date on the date listed above, assuming continued employment. Option fully vested. Original stock option grant vests in three annual installments beginning on the date listed in the "Date Exercisable" column. If the Company achieves certain goals over the 2023-2025 period, the performance units will vest and stock will be awarded. The target number of units that may be earned is reported above; the maximum amount is 200% of the number reported, subject to plan limits. If the Company achieves certain goals over the 2024-2026 period, the performance units will vest and stock will be awarded. The target number of units that may be earned is reported above; the maximum amount is 200% of the number reported, subject to plan limits. If the Company achieves certain goals over the 2025-2027 period, the performance units will vest and stock will be awarded. The target number of units that may be earned is reported above; the maximum amount is 200% of the number reported, subject to plan limits. Payment will be made in accordance with the reporting person's deferral election, death, disability or termination of employment.
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*
PINCHUK NICHOLAS T

(Last) (First) (Middle)
SNAP-ON INCORPORATED
2801 80TH STREET

(Street)
KENOSHA WI 53143

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Snap-on Inc [ SNA ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Chairman, President and CEO
3. Date of Earliest Transaction (Month/Day/Year)
02/09/2026
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 02/09/2026 M(1) 5,549 A (1) 831,914.4362(2) D
Common Stock 02/09/2026 F(3) 2,333 D $368.12 829,581.4362 D
Common Stock 867.7043(4) I By 401(k) Plan
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
Restricted Stock Units (5) 02/09/2026 M(1) 5,549 02/09/2026(6) 02/09/2026(6) Common Stock 5,549 (1) 0 D
Stock Option (Right to Buy) $168.7 (7) 02/09/2027 Common Stock 135,000 135,000 D
Stock Option (Right to Buy) $161.18 (7) 02/15/2028 Common Stock 92,288 92,288 D
Stock Option (Right to Buy) $155.92 (7) 02/14/2029 Common Stock 83,059 83,059 D
Stock Option (Right to Buy) $155.34 (7) 02/13/2030 Common Stock 83,059 83,059 D
Stock Option (Right to Buy) $189.89 (7) 02/11/2031 Common Stock 40,687 40,687 D
Stock Option (Right to Buy) $211.67 (7) 02/10/2032 Common Stock 32,286 32,286 D
Stock Option (Right to Buy) $249.26 (7) 02/09/2033 Common Stock 24,295 24,295 D
Stock Option (Right to Buy) $269 02/15/2025(8) 02/15/2034 Common Stock 23,710 23,710 D
Stock Option (Right to Buy) $339.73 02/13/2026(8) 02/13/2035 Common Stock 18,925 18,925 D
Restricted Stock Units (5) 02/15/2027(6) 02/15/2027(6) Common Stock 5,114 5,114 D
Restricted Stock Units (5) 02/13/2028(6) 02/13/2028(6) Common Stock 4,425 4,425 D
Performance Units (5) (9) (9) Common Stock 16,645 16,645 D
Performance Units (5) (10) (10) Common Stock 15,340 15,340 D
Performance Units (5) (11) (11) Common Stock 13,275 13,275 D
Deferred Stock Units (5) (12) (12) Common Stock 26,242.585(4) 26,242.585(4) D
Explanation of Responses:
1. The restricted stock units reported above vested on the date indicated based on continued employment of the reporting person throughout the three-year restricted period.
2. Includes 1.6342 shares acquired under a dividend reinvestment plan.
3. Shares were withheld to cover tax withholding upon the vesting of the restricted stock units.
4. This information is based on a plan statement dated December 31, 2025.
5. 1 for 1.
6. The restricted stock units vest three years from the grant date on the date listed above, assuming continued employment.
7. Option fully vested.
8. Original stock option grant vests in three annual installments beginning on the date listed in the "Date Exercisable" column.
9. If the Company achieves certain goals over the 2023-2025 period, the performance units will vest and stock will be awarded. The target number of units that may be earned is reported above; the maximum amount is 200% of the number reported, subject to plan limits.
10. If the Company achieves certain goals over the 2024-2026 period, the performance units will vest and stock will be awarded. The target number of units that may be earned is reported above; the maximum amount is 200% of the number reported, subject to plan limits.
11. If the Company achieves certain goals over the 2025-2027 period, the performance units will vest and stock will be awarded. The target number of units that may be earned is reported above; the maximum amount is 200% of the number reported, subject to plan limits.
12. Payment will be made in accordance with the reporting person's deferral election, death, disability or termination of employment.
/s/ Ryan S. Lovitz under Power of Attorney for Nicholas T. Pinchuk 02/10/2026
** 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 activity did Snap-on (SNA) CEO Nicholas Pinchuk report?

Nicholas T. Pinchuk reported the vesting of restricted stock units and related tax withholding. On February 9, 2026, 5,549 RSUs converted into common stock, and 2,333 shares were withheld to satisfy tax obligations, reflecting routine executive compensation rather than an open-market share sale.

How many Snap-on (SNA) restricted stock units vested for the CEO?

On February 9, 2026, 5,549 restricted stock units for Snap-on’s CEO vested into common shares. These units vested after the executive satisfied a three-year continued-employment requirement, illustrating the time-based nature of a portion of his long-term equity compensation package.

Why were 2,333 Snap-on (SNA) shares withheld from the CEO’s vesting?

Snap-on withheld 2,333 shares from the CEO’s vesting to cover tax withholding obligations. The shares were valued at $368.12 each for this purpose, meaning no open-market sale occurred; instead, the company retained shares to satisfy the tax liability.

How many Snap-on (SNA) shares does the CEO own after these transactions?

After the February 9, 2026 transactions, the CEO directly owned 829,581.4362 Snap-on common shares. He also held 867.7043 shares indirectly through a 401(k) plan, reflecting a substantial ongoing equity stake aligned with shareholders’ interests.

What stock options does the Snap-on (SNA) CEO hold following this Form 4?

The CEO holds several fully vested stock options (rights to buy) covering tens of thousands of Snap-on shares at exercise prices ranging from $155.34 to $339.73. These options have expiration dates between 2027 and 2035, providing long-dated equity exposure.

What are the performance units held by the Snap-on (SNA) CEO and how can they vest?

The CEO holds performance units that convert into common stock only if Snap-on achieves specified goals over the 2023–2025, 2024–2026, and 2025–2027 periods. The filing reports target unit numbers; each grant can pay up to 200% of target, subject to plan limits.

What deferred and restricted stock units does the Snap-on (SNA) CEO still hold?

The CEO continues to hold restricted stock units, performance units, and deferred stock units. Restricted units generally vest three years from grant with continued employment, while deferred stock units are paid according to his deferral election or upon events such as death, disability, or termination.
Snap-On Inc

NYSE:SNA

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18.84B
50.82M
Tools & Accessories
Cutlery, Handtools & General Hardware
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United States
KENOSHA