BRADY CORP

As described in the Employment and Change of Control Agreements section of the Compensation Discussion and Analysis above, the Company has entered into an employment offer letter with Mr. Nargolwala and change of control agreements with all of the NEOs that provide for benefits following termination of employment and/or a change of control. In addition, our equity incentive plans provide for certain potential benefits upon a change of control.

The offer letter entered into with Mr. Nargolwala provides that he is deemed an at-will employee but will receive a severance benefit equal to equal to two times the sum of his base salary and target bonus, payable in monthly installments over a 24-month period, in the event his employment is terminated without cause or he resigns for good reason as described therein. The offer letter also contains 24-month non-competition and non-solicitation provisions, as well as standard confidentiality and non-disparagement provisions. None of the other NEOs have any severance agreements or similar arrangements that would apply outside of a change of control.

The terms of the change of control agreement are triggered if, within a 24-month period beginning with the date a change of control occurs, (i) the executive’s employment with the Company is involuntarily terminated other than by reason of death, disability or cause, or (ii) the executive’s employment with the Company is voluntarily terminated by the executive subsequent to (a) any reduction in the total of the executive’s annual base salary, exclusive of fringe benefits, and the executive’s target annual cash incentive in comparison with the executive’s annual base salary and target annual cash incentive immediately prior to the date the change of control occurs, (b) a significant diminution in the responsibilities or authority of the executive in comparison with the executive’s responsibility and authority immediately prior to the date the change of control occurs, or (c) the imposition of a requirement by the Company that the executive relocate to a principal work location more than 50 miles from the executive’s principal work location immediately prior to the date the change of control occurs.

Following termination due to a change of control, executives shall be paid a multiplier of their annual base salary in effect immediately prior to the date the change of control occurs plus a multiplier of their annual cash incentive payment as discussed in their respective change of control agreements prior to the date the change of control occurs, payable in monthly installments over a 24-month period. If the payments upon termination due to change of control result in any excise tax being incurred by Messrs. Nargolwala, Bojarski, DeBruine and Gorman and Ms. Thornton as a result of Section 280G of the Internal Revenue Code, the officer will be solely responsible for such excise tax. The Company will also reimburse a maximum of $25,000 of legal fees incurred by the executives in order to enforce the change of control agreement, in which the executive prevails. The Company’s change of control agreements contain confidentiality provisions.

The following information and tables set forth the amount of payments to each NEO in the event of termination of employment as a result of a change of control. No other employment agreements providing specified payments upon termination have been entered into between the Company and any of the NEOs in fiscal year 2026.

Assumptions and General Principles

The following assumptions and general principles apply with respect to the tables that follow in this section.

•The amounts detailed in the tables assume that each NEO terminated employment on July 31, 2026. Accordingly, the tables reflect amounts earned as of July 31, 2026, and include estimates of amounts that would be paid to the NEO upon the termination or occurrence of a change of control. The actual amounts that would be paid to an NEO can only be determined at the time of termination.

•The tables below include amounts the Company is obligated to pay the NEO as a result of the severance agreement and executed change of control agreement or under the applicable equity incentive plan. The tables do not include benefits that are paid generally to all salaried employees or a broad group of salaried employees. Therefore, the NEOs would receive benefits in addition to those set forth in the tables.

•An NEO is entitled to receive base salary earned during their term of employment regardless of the manner in which the named executive officer’s employment is terminated. As such, this amount is not disclosed in the tables.

Vineet Nargolwala

The following table outlines the amount payable assuming that the terms of the change of control agreement or equity incentive plan were triggered on July 31, 2026, and the NEO was required to legally enforce the terms of the agreement.

(3)Represents the closing market price of $94.27 on 65,382 unvested RSUs awards that would vest due to change of control (regardless of whether employment were terminated).

The following table outlines the amount payable assuming that the severance terms of Mr. Nargolwala’s offer letter were triggered on July 31, 2026.

Ann E. Thornton

The following table outlines the amount payable assuming that the terms of the change of control agreement or equity incentive plan were triggered on July 31, 2026, and the NEO was required to legally enforce the terms of the agreement.

(3)Represents the closing market price of $94.27 on 34,284 unvested RSUs and PRSUs that would vest due to the change of control. The restricted stock unit acceleration gain for PRSUs is based on the number of shares earned based on actual performance for the fiscal 2024 award and target performance for the fiscal 2025 and 2026 awards.

Olivier Bojarski

The following table outlines the amount payable assuming that the terms of the change of control agreement or equity incentive plan were triggered on July 31, 2026, and the NEO was required to legally enforce the terms of the agreement.

(3)Represents the closing market price of $94.27 on 49,358 unvested RSUs and PRSUs that would vest due to the change in control. The restricted stock unit acceleration gain for PRSUs is based on the number of shares earned based on actual performance for the fiscal 2024 award and target performance for the fiscal 2025 and 2026 awards.

Thomas F. DeBruine

The following table outlines the amount payable assuming that the terms of the change of control agreement or equity incentive plan were triggered on July 31, 2026, and the NEO was required to legally enforce the terms of the agreement.

(3)Represents the closing market price of $94.27 on 17,667 unvested RSUs and PRSUs that would vest due to the change of control. The restricted stock unit acceleration gain for PRSUs is based on the number of shares earned based on actual performance for the fiscal 2024 award and target performance for the fiscal 2025 and 2026 awards.

Andrew T. Gorman

The following table outlines the amount payable assuming that the terms of the change of control agreement or equity incentive plan were triggered on July 31, 2026, and the NEO was required to legally enforce the terms of the agreement.

(3)Represents the closing market price of $94.27 on 15,777 unvested RSUs and PRSUs that would vest due to the change of control. The restricted stock unit acceleration gain for PRSUs is based on the number of shares earned based on actual performance for the fiscal 2024 award and target performance for the fiscal 2025 and 2026 awards.

Russell R. Shaller

Mr. Shaller retired as the Company’s President and CEO and resigned from his position on the Company’s Board of Directors effective June 8, 2026, and remained employed by the Company through August 1, 2026. The Company entered into a written agreement with Mr. Shaller in connection with his retirement that provided for payment of his salary and benefits through August 1, 2026. In addition, Mr. Shaller will remain entitled to receive the cash bonus earned for the Company’s 2026 fiscal year, subject to an individual performance multiplier of 100%. He will also be entitled to retain all of his outstanding PRSUs and will vest in such awards to the extent the performance goals in effect for such awards are achieved, with vesting to be provided on a full, unadjusted basis. In addition, Mr. Shaller will retain all of his preexisting rights regarding any awards of stock options and RSUs and PRSUs (subject to the modification described above) outstanding in accordance with the equity plans and grant agreements governing such equity, including eligibility for “Retirement” treatment under such awards, if applicable.

Potential Payments Upon Termination Due to Death or Disability

In the event of termination due to death or disability, all unexercised, unexpired stock options would immediately vest and all restricted stock unit awards would immediately become unrestricted and fully vested. The following table shows the amount payable to the NEOs should this event occur on July 31, 2026.

(1)Represents the closing market price of $94.27 on unvested RSUs and PRSUs awards that would vest due to death or disability. The restricted stock unit acceleration gain for PRSUs is based on the number of shares earned based on actual performance for the fiscal 2024 award and target performance for the fiscal 2025 and 2026 awards.