Gates Corporation plc

02/19/2026 | Press release | Distributed by Public on 02/19/2026 15:46

Statement of Changes in Beneficial Ownership (Form 4)

FORM 4
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 that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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OMB Number: 3235-0287
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Bracken Cristin C.
2. Issuer Name and Ticker or Trading Symbol
Gates Industrial Corp plc [GTES]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Legal Officer
(Last) (First) (Middle)
C/O GATES INDUSTRIAL CORPORATION PLC, 1144 FIFTEENTH, SUITE 1400
3. Date of Earliest Transaction (Month/Day/Year)
02/17/2026
(Street)
DENVER, CO 80202
4. If Amendment, Date 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
(City) (State) (Zip)
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
Ordinary Shares 02/17/2026 M(1) 9,536 A $13.44 146,614 D
Ordinary Shares 02/17/2026 F(2) 6,809 D $27.33 139,805 D
Ordinary Shares 02/17/2026 M(1) 9,536 A $20.16 149,341 D
Ordinary Shares 02/17/2026 F(2) 8,128 D $27.33 141,213 D
Ordinary Shares 02/17/2026 M(1) 9,536 A $13.44 150,749 D
Ordinary Shares 02/17/2026 F(2) 6,809 D $27.33 143,940 D
Ordinary Shares 02/17/2026 M(1) 9,762 A $16.46 153,702 D
Ordinary Shares 02/17/2026 F(2) 7,578 D $27.33 146,124 D
Ordinary Shares 02/17/2026 M(1) 11,190 A $12.6 157,314 D
Ordinary Shares 02/17/2026 F(2) 7,797 D $27.33 149,517 D
Ordinary Shares 02/17/2026 M(1) 20,802 A $15 170,319 D
Ordinary Shares 02/17/2026 F(2) 15,523 D $27.33 154,796 D
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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 control number. SEC 1474 (9-02)
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 Underlying Securities
(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 of Derivative Security: 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
Performance Based Stock Options $13.44 02/17/2026 M 9,536 (3) 09/19/2027 Ordinary Shares 9,536 $ 0 0 D
Performance Based Stock Options $20.16 02/17/2026 M 9,536 (3) 09/19/2027 Ordinary Shares 9,536 $ 0 0 D
Employee Stock Options (right to buy) $13.44 02/17/2026 M 9,536 (3) 09/19/2027 Ordinary Shares 9,536 $ 0 0 D
Employee Stock Options (right to buy) $16.46 02/17/2026 M 9,762 (3) 02/22/2029 Ordinary Shares 9,762 $ 0 0 D
Employee Stock Options (right to buy) $12.6 02/17/2026 M 11,190 (3) 02/21/2030 Ordinary Shares 11,190 $ 0 0 D
Employee Stock Options (right to buy) $15 02/17/2026 M 20,802 (3) 02/26/2031 Ordinary Shares 20,802 $ 0 0 D

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Bracken Cristin C.
C/O GATES INDUSTRIAL CORPORATION PLC
1144 FIFTEENTH, SUITE 1400
DENVER, CO 80202
Chief Legal Officer

Signatures

/s/ Hillary Barrett-Osborne as Attorney-in-Fact 02/19/2026
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) Reflects the exercise of options prior to their expiration.
(2) Represents ordinary shares withheld to satisfy the exercise price and tax withholding related obligations in connection with the exercise via net settlement of the options reported herein. No ordinary shares were sold.
(3) The amount reported is fully vested,
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
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