Snap-on (SNA) senior VP reports new option, RSU and performance unit grants

Rhea-AI Filing Summary

Snap-on Inc. senior executive Timothy L. Chambers reported multiple equity compensation transactions dated February 12, 2026. Performance units covering 1,856 shares of common stock were exercised into common stock, while 807 performance units were disposed of to the issuer after 69.7% of the award vested based on 2023–2025 performance. To cover tax withholding on the vesting, 873 common shares were withheld at a price of $378.55 per share, leaving Chambers with 21,199.4179 common shares held directly.

Chambers also received new equity awards: a grant of 4,103 stock options with a $378.55 exercise price, first exercisable on February 12, 2027 and expiring February 12, 2036; 988 restricted stock units scheduled to vest on February 12, 2029 assuming continued employment; and 1,975 performance units tied to company goals for 2026–2028, with the potential to earn up to 200% of the reported target subject to plan limits.

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^*

Chambers Timothy L

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Sr VP & Pres - Tools

3. Date of Earliest Transaction (Month/Day/Year)
02/12/2026

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	02/12/2026		M(1)		1,856	A	(1)	22,072.4179	D
Common Stock	02/12/2026		F(2)		873	D	$378.55	21,199.4179	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
Performance Units	(3)	02/12/2026		D(1)			807	(1)	(1)	Common Stock	807	(1)	1,856	D
Performance Units	(3)	02/12/2026		M(1)			1,856	(1)	(1)	Common Stock	1,856	(1)	0	D
Stock Option (Right to Buy)	$378.55	02/12/2026		A		4,103		02/12/2027(4)	02/12/2036	Common Stock	4,103	$0(5)	4,103	D
Restricted Stock Units	(3)	02/12/2026		A		988		02/12/2029(6)	02/12/2029(6)	Common Stock	988	$0	988	D
Performance Units	(3)	02/12/2026		A		1,975		(7)	(7)	Common Stock	1,975	$0	1,975	D
Stock Option (Right to Buy)	$168.7							(8)	02/09/2027	Common Stock	9,500		9,500	D
Stock Option (Right to Buy)	$161.18							(8)	02/15/2028	Common Stock	7,594		7,594	D
Stock Option (Right to Buy)	$155.92							(8)	02/14/2029	Common Stock	12,000		12,000	D
Stock Option (Right to Buy)	$155.34							(8)	02/13/2030	Common Stock	13,500		13,500	D
Stock Option (Right to Buy)	$189.89							(8)	02/11/2031	Common Stock	9,672		9,672	D
Stock Option (Right to Buy)	$211.67							(8)	02/10/2032	Common Stock	8,003		8,003	D
Stock Option (Right to Buy)	$249.26							(8)	02/09/2033	Common Stock	5,830		5,830	D
Stock Option (Right to Buy)	$269							02/15/2025(4)	02/15/2034	Common Stock	5,463		5,463	D
Stock Option (Right to Buy)	$339.73							02/13/2026(4)	02/13/2035	Common Stock	4,273		4,273	D
Restricted Stock Units	(3)							02/15/2027(6)	02/15/2027(6)	Common Stock	1,178		1,178	D
Restricted Stock Units	(3)							02/13/2028(6)	02/13/2028(6)	Common Stock	999		999	D
Performance Units	(3)							(9)	(9)	Common Stock	2,357		2,357	D
Performance Units	(3)							(10)	(10)	Common Stock	1,999		1,999	D

Explanation of Responses:

1. Based on Company performance during the 2023-2025 period, 69.7% of the performance units vested (as previously disclosed, the reporting person had the opportunity to earn up to 200% of the number originally reported, subject to plan limits).

2. Shares were withheld to cover tax withholding upon the vesting of performance units.

3. 1 for 1.

4. Original stock option grant vests in three annual installments beginning on the date listed in the "Date Exercisable" column.

5. The transaction was an option grant. Accordingly, the reporting person did not pay a price to obtain the option.

6. The restricted stock units vest three years from the grant date on the date listed above, assuming continued employment.

7. If the Company achieves certain goals over the 2026-2028 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.

8. Option fully vested.

9. 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.

10. 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.

	/s/ Ryan S. Lovitz under Power of Attorney for Timothy L. Chambers	02/13/2026
	** Signature of Reporting Person	Date
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FAQ

What insider transactions did Snap-on (SNA) executive Timothy L. Chambers report?

Timothy L. Chambers reported vesting and conversion of performance units into 1,856 Snap-on common shares, tax withholding of 873 shares at $378.55, and several new equity grants including 4,103 stock options, 988 restricted stock units, and 1,975 performance units.

How many Snap-on (SNA) common shares does Timothy L. Chambers own after these transactions?

After the reported February 12, 2026 transactions, Timothy L. Chambers directly holds 21,199.4179 Snap-on common shares. This reflects the conversion of performance units into stock and the withholding of 873 shares to satisfy tax obligations tied to the vesting event.

What new stock options did Timothy L. Chambers receive from Snap-on (SNA)?

Chambers received a grant of 4,103 Snap-on stock options with a $378.55 exercise price. These options begin vesting on February 12, 2027 in three annual installments and expire on February 12, 2036, providing long-term incentive aligned with company performance.

What restricted stock units were granted to Timothy L. Chambers at Snap-on (SNA)?

He was granted 988 restricted stock units on February 12, 2026. According to the disclosure, these units are scheduled to vest three years from the grant date, on February 12, 2029, contingent on Chambers’ continued employment with Snap-on.

How are the new performance units for Timothy L. Chambers at Snap-on (SNA) structured?

Chambers received 1,975 performance units tied to goals over the 2026–2028 period. The filing states this is the target number; if certain company goals are achieved, up to 200% of this amount may vest, subject to plan limits.

Why were 873 Snap-on (SNA) shares withheld in Timothy L. Chambers’ Form 4?

The filing explains that 873 shares of Snap-on common stock were withheld to cover tax withholding obligations when performance units vested. This disposition at $378.55 per share settles tax liability rather than representing an open-market stock sale.