=== SEC Form 4 — Statement of Changes in Beneficial Ownership ===
Document Type: 4
Period of Report: 2026-02-23
10b5-1 Pre-arranged Plan: Yes
--- Issuer ---
Name: Snap-on Inc (SNA)
CIK: 0000091440
--- Reporting Owner ---
Name: PINCHUK NICHOLAS T
CIK: 0001246136
Role: Director, Officer (Chairman, President and CEO)
--- Non-Derivative Transactions ---
[Transaction #1]
Security: Common Stock
Date: 2026-02-23 | Code: M (Exercise of derivative)
Shares: +33,750 | Price: $168.70
Total Value: $5,693,625.00
Shares Owned After: 869,791.4362 | Ownership: D (Direct)
Footnotes:
[F1] The option was exercised, and a portion of the underlying shares were sold to cover the exercise price and estimated tax liability, pursuant to a Rule 10b5-1 Plan, which was adopted on November 3, 2025.
[Transaction #2]
Security: Common Stock
Date: 2026-02-23 | Code: S (Open market sale)
Shares: -5,777 | Price: $381.36
Total Value: $2,203,090.15
Shares Owned After: 864,014.4362 | Ownership: D (Direct)
Footnotes:
[F1] The option was exercised, and a portion of the underlying shares were sold to cover the exercise price and estimated tax liability, pursuant to a Rule 10b5-1 Plan, which was adopted on November 3, 2025.
[F2] This transaction was executed in multiple trades at prices ranging from $380.74 to $381.73. 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.
[Transaction #3]
Security: Common Stock
Date: 2026-02-23 | Code: S (Open market sale)
Shares: -4,538 | Price: $382.19
Total Value: $1,734,395.46
Shares Owned After: 859,476.4362 | Ownership: D (Direct)
Footnotes:
[F1] The option was exercised, and a portion of the underlying shares were sold to cover the exercise price and estimated tax liability, pursuant to a Rule 10b5-1 Plan, which was adopted on November 3, 2025.
[F3] This transaction was executed in multiple trades at prices ranging from $381.74 to $382.73. 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.
[Transaction #4]
Security: Common Stock
Date: 2026-02-23 | Code: S (Open market sale)
Shares: -3,450 | Price: $383.26
Total Value: $1,322,244.93
Shares Owned After: 856,026.4362 | Ownership: D (Direct)
Footnotes:
[F1] The option was exercised, and a portion of the underlying shares were sold to cover the exercise price and estimated tax liability, pursuant to a Rule 10b5-1 Plan, which was adopted on November 3, 2025.
[F4] This transaction was executed in multiple trades at prices ranging from $382.74 to $383.73. 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.
[Transaction #5]
Security: Common Stock
Date: 2026-02-23 | Code: S (Open market sale)
Shares: -3,933 | Price: $384.22
Total Value: $1,511,154.17
Shares Owned After: 852,093.4362 | Ownership: D (Direct)
Footnotes:
[F1] The option was exercised, and a portion of the underlying shares were sold to cover the exercise price and estimated tax liability, pursuant to a Rule 10b5-1 Plan, which was adopted on November 3, 2025.
[F5] This transaction was executed in multiple trades at prices ranging from $383.75 to $384.74. 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.
[Transaction #6]
Security: Common Stock
Date: 2026-02-23 | Code: S (Open market sale)
Shares: -3,652 | Price: $385.26
Total Value: $1,406,952.36
Shares Owned After: 848,441.4362 | Ownership: D (Direct)
Footnotes:
[F1] The option was exercised, and a portion of the underlying shares were sold to cover the exercise price and estimated tax liability, pursuant to a Rule 10b5-1 Plan, which was adopted on November 3, 2025.
[F6] This transaction was executed in multiple trades at prices ranging from $384.75 to $385.71. 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.
[Transaction #7]
Security: Common Stock
Date: 2026-02-23 | Code: S (Open market sale)
Shares: -1,000 | Price: $386.35
Total Value: $386,345.60
Shares Owned After: 847,441.4362 | Ownership: D (Direct)
Footnotes:
[F1] The option was exercised, and a portion of the underlying shares were sold to cover the exercise price and estimated tax liability, pursuant to a Rule 10b5-1 Plan, which was adopted on November 3, 2025.
[F7] This transaction was executed in multiple trades at prices ranging from $385.81 to $386.64. 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.
[Transaction #8]
Security: Common Stock
Date: 2026-02-23 | Code: S (Open market sale)
Shares: -479 | Price: $387.00
Total Value: $185,374.77
Shares Owned After: 846,962.4362 | Ownership: D (Direct)
Footnotes:
[F1] The option was exercised, and a portion of the underlying shares were sold to cover the exercise price and estimated tax liability, pursuant to a Rule 10b5-1 Plan, which was adopted on November 3, 2025.
[F8] This transaction was executed in multiple trades at prices ranging from $386.84 to $387.64. 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.
[Transaction #9]
Security: Common Stock
Date: 2026-02-23 | Code: S (Open market sale)
Shares: -400 | Price: $388.68
Total Value: $155,471.20
Shares Owned After: 846,562.4362 | Ownership: D (Direct)
Footnotes:
[F1] The option was exercised, and a portion of the underlying shares were sold to cover the exercise price and estimated tax liability, pursuant to a Rule 10b5-1 Plan, which was adopted on November 3, 2025.
[F9] This transaction was executed in multiple trades at prices ranging from $388.63 to $388.79. 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.
--- Derivative Transactions ---
[Transaction #1]
Security: Stock Option (Right to Buy)
Date: 2026-02-23 | Code: M (Exercise of derivative)
Shares: -33,750
Exercisable: N/A | Expires: 2027-02-09
Shares Owned After: 101,250 | Ownership: D (Direct)
Footnotes:
[F1] The option was exercised, and a portion of the underlying shares were sold to cover the exercise price and estimated tax liability, pursuant to a Rule 10b5-1 Plan, which was adopted on November 3, 2025.
[F11] Exercise of Rule 16b-3 stock option pursuant to a Rule 10b5-1 Plan, which was adopted on November 3, 2025.
[F10] Option fully vested.
--- Holdings ---
[Holding #1]
Security: Common Stock
Ownership: I (Indirect)
[Holding #2]
Security: Stock Option (Right to Buy)
Ownership: D (Direct)
Footnotes:
[F10] Option fully vested.
[Holding #3]
Security: Stock Option (Right to Buy)
Ownership: D (Direct)
Footnotes:
[F10] Option fully vested.
[Holding #4]
Security: Stock Option (Right to Buy)
Ownership: D (Direct)
Footnotes:
[F10] Option fully vested.
[Holding #5]
Security: Stock Option (Right to Buy)
Ownership: D (Direct)
Footnotes:
[F10] Option fully vested.
[Holding #6]
Security: Stock Option (Right to Buy)
Ownership: D (Direct)
Footnotes:
[F10] Option fully vested.
[Holding #7]
Security: Stock Option (Right to Buy)
Ownership: D (Direct)
Footnotes:
[F10] Option fully vested.
[Holding #8]
Security: Stock Option (Right to Buy)
Ownership: D (Direct)
Footnotes:
[F12] Original stock option grant vests in three annual installments beginning on the date listed in the "Date Exercisable" column.
[Holding #9]
Security: Stock Option (Right to Buy)
Ownership: D (Direct)
Footnotes:
[F12] Original stock option grant vests in three annual installments beginning on the date listed in the "Date Exercisable" column.
[Holding #10]
Security: Stock Option (Right to Buy)
Ownership: D (Direct)
Footnotes:
[F12] Original stock option grant vests in three annual installments beginning on the date listed in the "Date Exercisable" column.
[Holding #11]
Security: Restricted Stock Units
Ownership: D (Direct)
Footnotes:
[F13] 1 for 1.
[F14] The restricted stock units vest three years from the grant date on the date listed above, assuming continued employment.
[F14] The restricted stock units vest three years from the grant date on the date listed above, assuming continued employment.
[Holding #12]
Security: Restricted Stock Units
Ownership: D (Direct)
Footnotes:
[F13] 1 for 1.
[F14] The restricted stock units vest three years from the grant date on the date listed above, assuming continued employment.
[F14] The restricted stock units vest three years from the grant date on the date listed above, assuming continued employment.
[Holding #13]
Security: Restricted Stock Units
Ownership: D (Direct)
Footnotes:
[F13] 1 for 1.
[F14] The restricted stock units vest three years from the grant date on the date listed above, assuming continued employment.
[F14] The restricted stock units vest three years from the grant date on the date listed above, assuming continued employment.
[Holding #14]
Security: Performance Units
Ownership: D (Direct)
Footnotes:
[F13] 1 for 1.
[F15] 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.
[F15] 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.
[Holding #15]
Security: Performance Units
Ownership: D (Direct)
Footnotes:
[F13] 1 for 1.
[F16] 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.
[F16] 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.
[Holding #16]
Security: Performance Units
Ownership: D (Direct)
Footnotes:
[F13] 1 for 1.
[F17] 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.
[F17] 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.
[Holding #17]
Security: Deferred Stock Units
Ownership: D (Direct)
Footnotes:
[F13] 1 for 1.
[F18] Payment will be made in accordance with the reporting person's deferral election, death, disability or termination of employment.
[F18] Payment will be made in accordance with the reporting person's deferral election, death, disability or termination of employment.
--- Footnotes (Complete Index) ---
F1: The option was exercised, and a portion of the underlying shares were sold to cover the exercise price and estimated tax liability, pursuant to a Rule 10b5-1 Plan, which was adopted on November 3, 2025.
F10: Option fully vested.
F11: Exercise of Rule 16b-3 stock option pursuant to a Rule 10b5-1 Plan, which was adopted on November 3, 2025.
F12: Original stock option grant vests in three annual installments beginning on the date listed in the "Date Exercisable" column.
F13: 1 for 1.
F14: The restricted stock units vest three years from the grant date on the date listed above, assuming continued employment.
F15: 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.
F16: 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.
F17: 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.
F18: Payment will be made in accordance with the reporting person's deferral election, death, disability or termination of employment.
F2: This transaction was executed in multiple trades at prices ranging from $380.74 to $381.73. 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.
F3: This transaction was executed in multiple trades at prices ranging from $381.74 to $382.73. 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.
F4: This transaction was executed in multiple trades at prices ranging from $382.74 to $383.73. 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.
F5: This transaction was executed in multiple trades at prices ranging from $383.75 to $384.74. 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.
F6: This transaction was executed in multiple trades at prices ranging from $384.75 to $385.71. 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.
F7: This transaction was executed in multiple trades at prices ranging from $385.81 to $386.64. 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.
F8: This transaction was executed in multiple trades at prices ranging from $386.84 to $387.64. 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.
F9: This transaction was executed in multiple trades at prices ranging from $388.63 to $388.79. 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.
--- Signature ---
/s/ /s/ Ryan S. Lovitz under Power of Attorney for Nicholas T. Pinchuk (2026-02-23)
