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Allegion plc

For the period ended Jun 4, 2026. Filed Apr 17, 2026.

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About this filing

What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.

Jun 4, 2026 · Filed Apr 17, 2026

ALLE$185.39-0.9%Stored close · as of Nov 6, 2026
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Contents

Additional Information Regarding Executive Compensation Programs

Stock Ownership Policy

Under the policy adopted by the Compensation and Human Capital Committee, the CEO and executive officers reporting to the CEO must hold Company ordinary shares in an amount representing a multiple of their base salary as follows:

​​​​​
Position​ ​ ​OwnershipRequirement asMultiple of BaseSalary​ ​ ​Additional Details
CEO​6x​●Compliance must be achieved by the 5th anniversary of appointment.
CFO​3x​●Directly owned shares, shares held by immediate family members, unvested RSUs and shares invested in the Executive Deferred Compensation Plan (“EDCP”) count toward the minimum ownership requirement. Options and unvested PSUs are excluded.
Senior Vice Presidents​2x​
Vice Presidents​1x​●All of our NEOs were in compliance with or on track to achieve compliance with these obligations as of the Company’s last evaluation in June 2025.

Clawback Policies

The Company adopted a clawback policy that complies with the NYSE’s clawback listing standards and Section 10D of the Exchange Act and the rules promulgated thereunder. In the event that the Company is required to prepare an accounting restatement of our financial statements due to our material noncompliance with any financial reporting requirement under the securities laws, the clawback policy requires that covered executives must reimburse the Company, or forfeit, any excess incentive-based compensation “received” (as defined in Section 10D of the Exchange Act) by such covered executive during the three completed fiscal years immediately preceding the date on which we are required to prepare the restatement. Executives covered by the clawback policy include the Company’s current and former executive officers, as determined by the Compensation and Human Capital Committee in accordance with Section 10D of the Exchange Act and NYSE listing standards.

The Company has an enhanced clawback policy under which the Company has the discretion to recoup cash and/or equity incentive compensation paid to any participant of the Company’s AIP or long-term incentive plans if (i) a financial restatement occurs that was a result of fraud or intentional misconduct of such employee or (ii) if such individual’s employment was terminated by the Company for cause. The enhanced recoupment provisions apply to all incentive compensation, including time-based awards, and are not limited to erroneously paid incentive compensation.

Policy Regarding Hedging Stock Ownership

We prohibit our directors and executive officers (including our NEOs) from hedging their ownership of our ordinary shares. See the section entitled “Corporate Governance — Anti-Hedging/Anti-Pledging Policy and Other Restrictions” for our policy on margin accounts and pledging of our shares.

Retirement Programs and Other Benefits

A qualified defined contribution 401(k) plan called the Employee Savings Plan (“ESP”) is available for the U.S. salaried and hourly non-union workforce. The ESP provides a dollar-for-dollar match on the first 6% of the employee’s eligible contributions to the ESP. The ESP has a number of investment options and is a retirement savings program. We also maintain qualified and nonqualified defined benefit pension plans intended to provide fixed benefits upon retirement based on the individual’s age and number of years of service, however, these plans are closed to new participants. Refer to the 2025 Pension Benefits table on page 66 for additional details on these plans and those NEOs that are eligible to participate.

As of January 1, 2023, all non-union defined benefit (DB) plan accruals ceased. Impacted employees now receive a 2% employer core contribution in the Employee Savings Plan (ESP) in addition to the standard company match. This follows a transition period that began in 2012 and concluded for all remaining eligible employees at the end of 2022. Please refer to the section “2025 Pension Benefits” on page 64 for additional details on these plans.

The Company also offers a U.S. nonqualified, defined contribution plan called the Supplemental Employee Savings Plan (the “Supplemental ESP”). Please refer to the section “Nonqualified Deferred Compensation” on page 66 for a description of the Supplemental ESP.

Through 2018, our nonqualified EDCP allowed eligible employees to defer receipt of a part of their annual salary, AIP award and PSU award. Cash deferrals were invested in select mutual fund investments and PSU award deferrals were required to be invested in our ordinary shares. As of January 1, 2019, this plan was frozen to new participants and deferrals. Please refer to the Nonqualified Deferred Compensation section for additional details on the EDCP.

Severance Arrangements

We have not adopted a formal severance policy that is specific to our NEOs and other executives. In connection with recruiting certain officers, we may enter into arrangements that provide for severance payments upon certain termination events, other than in the event of a change in control (which are addressed in the CIC Plan as described under the section “Change-In-Control Plan” below).

Change in Control Plan

All NEOs participate in our Change in Control Severance Plan (“CIC Plan”). The CIC Plan was adopted to mitigate the concern that those involved in considering a potential change in control transaction might otherwise be motivated to act in their own interests rather than the best interests of our shareholders, and to assure continuity of management in circumstances that reduce or eliminate job security and might otherwise lead to accelerated departures. The CIC Plan provides cash severance benefits if a change in control (as defined therein) (“CIC”) occurs and an officer’s employment is terminated in connection with such CIC or within two years thereafter by the employer without Cause or by the officer with Good Reason (each as defined therein). Cash severance benefits in the event of such a qualifying termination will be based on an individually defined multiple ranging from 1.5 for executive officers to 3.0 for the CEO (the “Severance Multiple”). Individual cash severance benefits under the CIC Plan include: (i) the product of the individual’s base salary in effect at termination multiplied by the Severance Multiple; (ii) the product of the individual’s then-current cash target incentive award multiplied by the Severance Multiple; and (iii) a target cash incentive award for the year of termination pro-rated for the portion of the performance cycle completed through the date of termination. Cash severance benefits under the CIC Plan will be

reduced by severance-related benefits provided through any other Allegion severance program. In addition, participants in the CIC Plan will, in the event of a qualifying termination, receive continued health benefits for a term of years equal to the Severance Multiple and outplacement benefits of up to $25,000.

The CIC Plan does not provide for payment of, or reimbursement for, any tax payments or other tax gross ups related to the severance benefits. However, the CIC Plan does provide for cash severance benefits to be adjusted for purposes of the excise tax that could apply pursuant to Sections 280G and 4999 of the Code, so participants will receive the better after-tax benefit treatment (“Best of Net” approach) between (i) cash severance payments paid in full, with the executive responsible for all taxes incurred, or (ii) cash severance payments reduced to avoid triggering excise taxes.

Under the 2013 Incentive Stock Plan (the “2013 Stock Plan”) and 2023 Incentive Stock Plan (the “2023 Stock Plan”), in the event of a CIC, outstanding unvested stock options and RSUs will immediately vest and become exercisable or payable, as applicable, unless a substantially equivalent alternate award is provided by the surviving entity following the CIC. PSU awards will be deemed vested on a pro-rata basis, based on the target award opportunity and total number of months worked in the applicable performance period.

Senior Executive Performance Plan

The Senior Executive Performance Plan (“SEPP”) is a shareholder approved plan that funds the annual cash incentive awards that may be granted to each of the NEOs under the AIP. Under the SEPP, the maximum amount of annual cash incentive that can be paid to the CEO is 1.5% of Consolidated OI from Continuing Operations, as defined in the SEPP, and the maximum amount of annual cash incentive that can be paid to any other covered executive is 0.6% of Consolidated OI from Continuing Operations. The Compensation and Human Capital Committee may exercise its discretion to pay less than the maximum amount to the NEOs, after considering the factors described in the AIP.

Tax and Accounting Considerations

The Company is subject to Section 162(m) of the Internal Revenue Code (the “Code”), as amended, which limits deductibility of compensation in excess of $1 million paid to covered employees, including our NEOs. In determining compensation program designs, the Compensation and Human Capital Committee considers tax and accounting implications (e.g., Section 162(m) and 409A of the Code), and the Company adheres to these tax and accounting regulations as they are amended over time. While tax and accounting regulations are considered, the forms of compensation utilized and amounts are determined primarily by their effectiveness in creating maximum alignment between key strategic objectives and the interests of our shareholders and other stakeholders.

Policies and Practices Related to the Grant of Certain Equity Awards

In 2025, wegranted annual equity awards to all of our NEOs following our earnings release for the fourth quarter and full-year results for 2024. We intend to continue to regularly follow this practice. In response to Item 402(x)(1) of Regulation S-K, the Compensation and Human Capital Committee does not grant or determine the terms of equity awards in anticipation of the release of material nonpublic information. Similarly, we do not time the release of material nonpublic information based on equity award grant dates. In 2025, we did not grant stock options on any date that, in relation to our disclosure of material nonpublic information, would require us to provide the tabular disclosure of Item 402(x)(2) of Regulation S-K.

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