Titan International (NYSE: TWI) awards 24,725 RSUs to director

Rhea-AI Filing Summary

RACHESKY MARK H MD reported acquisition or exercise transactions in this Form 4 filing.

Titan International director Mark H. Rachesky, MD received a compensation grant of restricted stock units (RSUs). On June 23, 2026 he was awarded 24,725 RSUs tied to Titan International common stock at a reference value of $7.28 per share. According to the grant terms, these RSUs are payable upon vesting in an equal number of common shares and are scheduled to vest on June 23, 2027. The filing also reports a separate direct holding entry of 267,358 shares of common stock as of the same date.

Insights

Equity compensation analyst

Director received a routine RSU grant as equity compensation.

The filing shows Mark H. Rachesky, MD, a director of Titan International, receiving 24,725 restricted stock units at $7.28 per share. RSUs are a common form of non-cash compensation that align directors with shareholder interests by tying rewards to future share value.

The RSUs vest on June 23, 2027, meaning the director receives the underlying shares only if he remains eligible through that date. The filing also lists a direct holding entry of 267,358 common shares, indicating a substantial existing equity stake. Overall this appears to be a standard, time-based equity award rather than an open-market purchase or sale.

Insider Trade Summary

Net Buyer: 24,725 shares

Net Buy 2 txns

Insider RACHESKY MARK H MD

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	24,725	$7.28	$180K
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 292,083 shares (Direct)

Footnotes (1)

1. F1. These are restricted stock units granted by the Issuer, payable upon vesting in an equal number of shares of Common Stock, which are scheduled to vest on June 23, 2027.

Key Figures

RSU grant size: 24,725 units Grant value per share: $7.28 per share Vesting date: June 23, 2027 +1 more

4 metrics

RSU grant size 24,725 units Restricted stock units awarded to director on June 23, 2026

Grant value per share $7.28 per share Reference value for RSU grant

Vesting date June 23, 2027 Scheduled vesting date for RSUs into common shares

Direct common shares held 267,358 shares Direct holding entry for common stock as of June 23, 2026

Key Terms

restricted stock units, vest, Common Stock, Grant, award, or other acquisition

4 terms

restricted stock units financial

"These are restricted stock units granted by the Issuer, payable upon vesting in an equal number of shares of Common Stock"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

vest financial

"which are scheduled to vest on June 23, 2027"

A vest is the process by which an employee earns the right to receive certain benefits or ownership interests, such as stock or retirement funds, over time. It’s similar to earning a reward gradually, ensuring that the benefit becomes fully yours only after a set period or meeting specific conditions. This makes it important for investors because it determines when they can actually claim or use those benefits.

Common Stock financial

"payable upon vesting in an equal number of shares of Common Stock"

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

Grant, award, or other acquisition regulatory

"transaction_code_description: Grant, award, or other acquisition"

FAQ

What insider transaction did Titan International (TWI) report on this Form 4?

Titan International reported a compensation-related equity grant. Director Mark H. Rachesky, MD received 24,725 restricted stock units, each tied to one share of common stock, with no open-market buying or selling disclosed in this filing.

How many restricted stock units did Mark H. Rachesky receive from Titan International (TWI)?

Mark H. Rachesky received 24,725 restricted stock units. Each RSU represents the right to receive one share of Titan International common stock upon vesting, providing equity-based compensation aligned with the company’s share performance.

What is the grant price and vesting date of the Titan International (TWI) RSUs?

The RSUs were granted with a reference value of $7.28 per share and vest on June 23, 2027. Upon vesting, each unit becomes payable in one share of Titan International common stock, assuming vesting conditions are satisfied.

Is the Titan International (TWI) Form 4 transaction a market purchase or sale?

No, the Form 4 shows a grant of restricted stock units, not a market trade. The A-code transaction reflects a grant or award acquisition, meaning the director received equity compensation rather than buying or selling shares in the open market.

How many Titan International (TWI) common shares are reported as directly held by the director?

The filing includes a holding entry showing 267,358 shares of Titan International common stock held directly. This figure provides context on the director’s existing equity exposure in addition to the newly granted restricted stock units.

When will the Titan International (TWI) restricted stock units granted to the director vest?

The restricted stock units are scheduled to vest on June 23, 2027. At that time, each vested unit becomes payable in an equal number of Titan International common shares, subject to the continued satisfaction of vesting conditions.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 06/25/2026 - 04:10 PM Accepted by SEC EDGAR 06/25/2026 - 04:10 PM Learn about SEC filing dates

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^*

RACHESKY MARK H MD

(Last) (First) (Middle)

40 WEST 57TH STREET

FLOOR 24

(Street)

NEW YORK NEW YORK 10019

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
TITAN INTERNATIONAL INC [ TWI ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/23/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	06/23/2026		A		24,725(1)	A	$7.28	24,725	D
Common Stock								267,358	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. These are restricted stock units granted by the Issuer, payable upon vesting in an equal number of shares of Common Stock, which are scheduled to vest on June 23, 2027.

	/s/ Janet Yeung, Attorney-in- Fact	06/25/2026
	** 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.
* Form 4: SEC 1474 (03-26)