Zurn Elkay VP offloads option-shares; minor dip in insider stake

Rhea-AI Filing Summary

Form 4 overview: Sudhanshu Chhabra, VP-Zurn Business Systems at Zurn Elkay Water Solutions (ZWS), reported a series of same-day option exercises and open-market sales on 31 Jul 2025.

• Options exercised: 108,930 shares in four tranches (strike prices $9.69, $11.37, $14.22, $33.05); all options were fully vested.
• Sales: Exactly 108,930 shares sold in three blocks at weighted-average prices of $43.23–$44.05 (price ranges disclosed in footnotes).
• Resulting ownership: Direct holding falls to 94,330 common shares; indirect 401(k) holding totals 2,124 shares.
• No derivative securities remain outstanding after the transactions.

The filing represents a largely cash-neutral exercise-and-sell transaction with a small net reduction (5,023 shares) in direct ownership. No company-level financial metrics or guidance are included.

Positive

• Officer retains 94,330 direct shares, sustaining insider equity alignment.
• All options now cleared, simplifying future dilution profile.

Negative

• 108,930 shares sold at market, representing full disposal of option-related shares.
• Direct ownership decreased by 5,023 shares, a slight negative signal to investors.

Insights

Equity Analyst

TL;DR – Routine option exercise with full share sale; marginally negative signal.

The VP exercised long-dated, deeply in-the-money options and immediately liquidated the underlying shares at ~$43–44. This is a textbook liquidity event rather than a strategic buy or sell. Direct ownership drops by only 5,023 shares, so alignment remains reasonable, yet the complete disposal of newly issued shares removes incremental insider buying support. Given the modest size relative to ZWS’s ~215 m shares outstanding, the filing is not materially impactful but may create a short-term sentiment headwind.

Corporate Governance Specialist

TL;DR – Standard 10b5-1–style trade; governance risk unchanged.

The sale appears to comply with Rule 10b5-1 safeguards and maintains >96 k total shares held, limiting governance concerns. No pattern of aggressive divestment is evident. Therefore, the event is operationally neutral.

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^*

Chhabra Sudhanshu

(Last) (First) (Middle)

511 W. FRESHWATER WAY

(Street)

MILWAUKEE WI 53204

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Zurn Elkay Water Solutions Corp [ ZWS ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	VP-Zurn Business Systems

3. Date of Earliest Transaction (Month/Day/Year)
07/31/2025

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
Common Stock	07/31/2025		M		51,840	A	$9.69	146,170(1)	D
Common Stock	07/31/2025		M		37,676	A	$11.37	183,846(1)	D
Common Stock	07/31/2025		M		14,391	A	$14.22	198,237(1)	D
Common Stock	07/31/2025		S		88,089	D	$43.55(2)	110,148(1)	D
Common Stock	07/31/2025		S		15,818	D	$44.05(3)	94,330(1)	D
Common Stock	07/31/2025		M		5,023	A	$33.05	99,353(1)	D
Common Stock	07/31/2025		S		5,023	D	$43.23(4)	94,330(1)	D
Common Stock								2,124	I	By 401(k) Plan(5)

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
Stock Option (right to buy)	$9.69	07/31/2025		M			51,840	(6)	05/20/2026	Common Stock	51,840	$0	0	D
Stock Option (right to buy)	$11.37	07/31/2025		M			37,676	(6)	05/19/2027	Common Stock	37,676	$0	0	D
Stock Option (right to buy)	$14.22	07/31/2025		M			14,391	(6)	05/25/2028	Common Stock	14,391	$0	0	D
Stock Option (right to buy)	$33.05	07/31/2025		M			5,023	(6)	10/05/2031	Common Stock	5,023	$0	0	D

Explanation of Responses:

1. Includes shares acquired under the Company's Employee Stock Purchase Plan in 2025.

2. This transaction was executed in multiple trades at prices ranging from $43.00 to $43.99. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transaction was effectuated.

3. This transaction was executed in multiple trades at prices ranging from $44.00 to $44.21. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transaction was effectuated.

4. This transaction was executed in multiple trades at prices ranging from $43.07 to $43.36. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transaction was effectuated.

5. Based on information from the trustee of the 401(k) Plan.

6. Option fully vested.

Remarks:

	/s/ Jeffrey J. LaValle under Power of Attorney for Sudhanshu Chhabra	08/01/2025
	** 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.
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FAQ

How many ZWS shares did Sudhanshu Chhabra sell on 31 July 2025?

He sold 108,930 shares in three blocks at weighted-average prices between $43.23 and $44.05.

What options were exercised in the Form 4 filing for ZWS?

Four option grants totaling 108,930 shares with strikes of $9.69, $11.37, $14.22 and $33.05 were fully exercised.

What is Chhabra’s remaining ownership in Zurn Elkay Water Solutions?

After the transactions he directly owns 94,330 common shares and indirectly holds 2,124 shares via the 401(k) plan.

Did the insider retain any derivative securities after these transactions?

No. All exercised options were converted, leaving zero derivative securities outstanding.

Is this insider activity covered by a Rule 10b5-1 plan?

The form indicates the transaction was made under a Rule 10b5-1(c) trading plan, providing an affirmative defense against insider-trading claims.