Zurn Elkay (ZWS) Insider Filing: Timothy Jahnke Nets $1.3M in Sales

Rhea-AI Filing Summary

Form 4 highlights: Zurn Elkay Water Solutions (ZWS) director Timothy J. Jahnke disclosed two open-market sales totalling 30,000 common shares executed under a pre-arranged Rule 10b5-1 plan.

• 07/30/2025: 10,000 directly held shares sold at a weighted-average $42.59.
• 07/31/2025: 20,000 shares held via an irrevocable trust sold at a weighted-average $43.73.

Estimated proceeds, based on reported averages, equal roughly $1.3 million. After the transactions Jahnke still owns 338,964 shares directly and 180,000 shares indirectly, retaining a combined 518,964 shares in the company. No derivative activity was reported.

Because the trades were executed under a 10b5-1 plan, timing was predetermined, which typically reduces signalling value. Nonetheless, investors often track insider activity for sentiment clues, and back-to-back sales may attract attention despite Jahnke’s continuing sizable stake.

Positive

• Sales were executed under a Rule 10b5-1 plan, reducing concerns about opportunistic trading.
• Director retains 518,964 shares, maintaining significant equity alignment with shareholders.

Negative

• 30,000-share insider sale (~$1.3 M) can be interpreted as diminished short-term confidence.
• Back-to-back sales within two days may weigh on near-term market sentiment for ZWS.

Insights

Securities Analyst

TL;DR: Neutral—pre-planned sale of 30k shares; ownership remains high, limited valuation signal.

This filing reports two open-market sales by director Timothy J. Jahnke totalling 30,000 ZWS shares. Both were executed under a Rule 10b5-1 plan, meaning the trades were scheduled in advance and are less likely motivated by new information. Weighted-average prices of $42.59 and $43.73 sit within recent trading ranges. Post-sale, Jahnke still controls 518,964 shares (direct + indirect), preserving strong alignment with shareholders. No derivatives were exercised, so dilution is unchanged. Overall impact is modest and governance-neutral; I would monitor for additional selling but see no immediate red flag.

Portfolio Manager

TL;DR: Slightly negative—fresh insider selling may pressure sentiment despite 10b5-1 context.

While pre-scheduled, a $1.3 million liquidation across two days can still influence market psychology, especially with ZWS trading near recent highs. Insider sales often act as a soft ceiling in the short term as investors question valuation. Jahnke’s remaining half-million-share stake limits structural concern, yet repeated sales could add float and blunt upside momentum. I view this as a minor negative datapoint—worth noting but not thesis-changing.

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).

X

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^*

JAHNKE TIMOTHY J

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
07/30/2025

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	07/30/2025		S(1)		10,000	D	$42.59(2)	338,964	D
Common Stock	07/31/2025		S		20,000	D	$43.73(3)	180,000	I	By irrevocable trust

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. The transactions were executed pursuant to a Rule 10b5-1 plan.

2. This transaction was executed in multiple trades at prices ranging from $42.50 to $43.23. 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 $43.74 to $43.77. 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.

Remarks:

	/s/ Jeffrey J. LaValle, under Power of Attorney for Timothy J. Jahnke	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.
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

How many ZWS shares did director Timothy J. Jahnke sell?

He sold 30,000 common shares (10,000 on 07/30/25 and 20,000 on 07/31/25).

What were the sale prices in the ZWS Form 4 filing?

Weighted-average prices were $42.59 on 07/30/25 and $43.73 on 07/31/25.

Does the director still own ZWS shares after the transactions?

Yes. Jahnke now holds 338,964 shares directly and 180,000 shares indirectly via a trust.

Were the insider sales made under a Rule 10b5-1 plan?

Yes. The Form 4 states both transactions were completed pursuant to a Rule 10b5-1 pre-arranged trading plan.

Why is Form 4 important to ZWS investors?

Form 4 reveals real-time insider trading activity, offering insight into executives’ and directors’ sentiment toward the company’s valuation.