Timken (TKR) executive reports RSU vesting and tax-share disposition

Rhea-AI Filing Summary

Timken Company executive Timothy Alan Graham reported equity compensation activity in Timken (TKR) common stock. On February 10, 2026, he acquired 438 shares through a grant or award at a stated price of $0 per share, tied to vesting of time-based restricted share units granted on February 10, 2022.

On the same date, 142 shares were disposed of in a tax-withholding transaction at $109.23 per share to cover tax obligations. After these transactions, Graham directly owned 10,249 shares of Timken common stock.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Graham Timothy Alan

Role President Industrial Motion

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	438	$0.00	--
Tax Withholding	Common Stock	142	$109.23	$16K

Holdings After Transaction: Common Stock — 10,391 shares (Direct)

Footnotes (1)

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Form 4 Insider Transactions: What Each Field Means →

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^*

Graham Timothy Alan

(Last) (First) (Middle)

4500 MOUNT PLEASANT ST. NW

(Street)

NORTH CANTON OH 44720

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
TIMKEN CO [ TKR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President Industrial Motion

3. Date of Earliest Transaction (Month/Day/Year)
02/10/2026

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(1)	02/10/2026		A		438	A	$0	10,391	D
Common Stock	02/10/2026		F		142	D	$109.23	10,249	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

Explanation of Responses:

1. Represents vesting of 25% of the time-based restricted share units granted on February 10, 2022.

Remarks:

	/s/ Timothy Alan Graham	02/12/2026
	** 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 TKR executive Timothy Alan Graham report?

Timothy Alan Graham reported a grant-related acquisition of 438 Timken (TKR) common shares and a tax-withholding disposition of 142 shares. Both transactions occurred on February 10, 2026, and reflect routine equity compensation and associated tax settlement activity.

How many Timken (TKR) shares does Timothy Alan Graham own after this Form 4?

After the reported transactions, Timothy Alan Graham directly owns 10,249 Timken (TKR) common shares. This figure reflects the vesting of 438 shares and the tax-withholding disposition of 142 shares reported for February 10, 2026.

What was the nature of the 438-share acquisition reported by TKR’s Timothy Alan Graham?

The 438-share acquisition represents vesting of 25% of time-based restricted share units originally granted on February 10, 2022. These shares were acquired at a stated price of $0 per share as part of Graham’s equity compensation package.

Why were 142 Timken (TKR) shares disposed of in Timothy Alan Graham’s Form 4?

The 142-share disposition was coded “F,” indicating shares used to pay exercise price or tax liability. Here it reflects a tax-withholding transaction at $109.23 per share tied to the vesting of restricted share units on February 10, 2026.

What is Timothy Alan Graham’s role at Timken (TKR) mentioned in the Form 4?

In the filing, Timothy Alan Graham is identified as an officer of Timken, serving as President Industrial Motion. The reported equity transactions relate to his position and compensation as a senior executive of the company.

Are the reported TKR insider transactions direct or indirect holdings?

Both transactions in the Form 4 are reported as direct ownership. The shares acquired through vesting and those used for tax withholding are all classified under direct ownership, with no indirect entities or separate beneficial owners disclosed in the footnotes.