Otis Worldwide Corp
For the period ended Sep 30, 2026. Filed Oct 29, 2026.
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Sep 30, 2026 · Filed Oct 29, 2026
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Item 5. Other Information
Insider Adoption or Termination of Trading Arrangements
During the fiscal quarter ended September 30, 2026, none of our directors or officers adopted orterminated a "Rule 10b5-1 trading arrangement" or "non-Rule 10b5-1 trading arrangement," as those terms are defined in Item 408 of Regulation S-K, except as set forth below.
On August 28, 2026, Ms. Marks, our Chair, President and Chief Executive Officer, adopted a trading plan intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). The trading plan covers (i) the sale, based on our current projected performance against underlying financial goals, expected tax withholding and certain dividend and share price assumptions, of up to approximately 27,842 shares in connection with the vesting of performance stock units granted to Ms. Marks in February 2024, the actual amount of which may vary based on tax withholding and satisfaction of performance conditions; (ii) the sale, based on expected tax withholding and certain dividend and share price assumptions, of up to 28,276 shares in the aggregate in connection with the vesting of certain restricted stock units granted to Ms. Marks in each of February 2024, February 2025 and February 2026; and (iii) the exercise of up to 144,264 stock appreciation rights granted to Ms. Marks in 2021 and the sale of the underlying net shares, with the actual number of shares that may be sold depending on the Company’s stock price and applicable tax rates. The trading plan will terminate on August 15, 2027.
Disclosure Pursuant to Section 13(r) of the Securities Exchange Act of 1934
The following activities are disclosed pursuant to Section 13(r) of the Securities Exchange Act of 1934, as amended.
Otis S.C.S. (France) S.A.S. ("Otis France"), a non-U.S. subsidiary of Otis Worldwide Corporation organized under the laws of France, provided elevator maintenance and related services to the Paris branch of Banque Sepah, an Iranian bank located in Paris, France. Banque Sepah has been identified by the U.S. Department of the Treasury's Office of Foreign Assets Control ("OFAC") as an entity associated with the Government of Iran.
In 2017, Otis France entered into a maintenance contract counter-signed by an individual customer who at that time was not identified as being associated with Banque Sepah. In June 2026, Otis learned that the individual was obtaining commercial maintenance services on behalf of Banque Sepah under the contract. From the inception of the relationship through June 2026, Otis France received aggregate revenue of approximately $31,307.09 and realized aggregate net profit of approximately $15,653.54. Otis France did not receive any revenue or profit from the relationship in the period covered by this Form 10-Q. Otis has applied for an OFAC license to permit the orderly termination and wind-down of the service relationship, as well as an initial notice of voluntary self-disclosure. Otis does not intend to engage in any further activities with Banque Sepah and intends to terminate the relationship promptly upon authorization from OFAC.
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