REGAL REXNORD CORP, DEF 14A filed on 3/18/2026
Proxy Statement (definitive)
v3.26.1
Cover
12 Months Ended
Dec. 31, 2025
Document Information [Line Items]  
Document Type DEF 14A
Amendment Flag false
Entity Information [Line Items]  
Entity Registrant Name Regal Rexnord Corp
Entity Central Index Key 0000082811
v3.26.1
Pay vs Performance Disclosure
12 Months Ended
Dec. 31, 2025
USD ($)
$ / shares
Dec. 31, 2024
USD ($)
$ / shares
Dec. 31, 2023
USD ($)
$ / shares
Dec. 31, 2022
USD ($)
$ / shares
Jan. 01, 2022
USD ($)
$ / shares
Pay vs Performance Disclosure          
Pay vs Performance Disclosure, Table
Pay Versus Performance
In 2022, the SEC adopted rules requiring us to compare executive compensation information for our principal executive officer (“PEO”) and other NEOs (“Non-PEO NEOs”) to our prescribed financial performance measures. The table below sets forth our pay versus performance disclosure in accordance with Item 402(v) of Regulation S-K.
Year(a)
Summary
Compensation
Table Total
for PEO
($)
(b)
Compensation
Actually Paid
to PEO
($)
(c)
Average
Summary
Compensation
Table Total
for Non-PEO
NEOs
($)
(d)
Average
Compensation
Actually Paid
to Non-PEO
NEOs
($)
(e)
Value of Initial Fixed $100
Investment Based On:
    


RRX TSR
($)
(f)
  
S&P 400
Industrials
Index TSR
($)
(g)
Net Income
($ in
millions)
(h)
Adjusted
EPS
($)
(i)
202511,468,8175,816,0022,924,2691,872,135125.69191.48279.59.65
202411,929,80612,151,3662,940,6772,924,343137.53169.56196.29.12
202311,459,18513,685,9722,896,0683,217,450130.07149.41(57.4)9.15
20228,644,999(1,518,528)2,177,056299,495104.43113.68488.910.75
20217,401,55519,141,3751,882,2864,227,764146.56128.45229.68.59
       
Company Selected Measure Name adjusted earnings per share        
Named Executive Officers, Footnote This statement includes five years (2021, 2022, 2023, 2024 and 2025).
(b)The principal executive officer (“PEO”) is Louis V. Pinkham for all years shown.
       
PEO Total Compensation Amount $ 11,468,817 $ 11,929,806 $ 11,459,185 $ 8,644,999 $ 7,401,555
PEO Actually Paid Compensation Amount $ 5,816,002 12,151,366 13,685,972 (1,518,528) 19,141,375
Adjustment To PEO Compensation, Footnote Compensation actually paid (“CAP”) to our PEO reflects the respective amounts set forth in column (c) of the table above, adjusted as set forth in the table below.
Year202120222023
2024
2025
SCT Total Compensation ($)7,401,5558,644,99911,459,18511,929,80611,468,817
Less: Stock and Option Award Values Reported in SCT for the Covered Year ($)(4,226,987)(5,846,486)(8,364,427)(9,003,727)(7,693,848)
Plus: Fair Value for Stock and Option Awards Granted in the Covered Year that are Outstanding and Unvested at End of Year ($)
8,303,5853,906,9656,245,1537,259,7837,985,764
Change in Fair Value of Outstanding Unvested Stock and Option Awards from Prior Years ($)6,844,214(5,742,851)1,434,379889,755(5,152,813)
Fair Value as of Vesting Date for Awards Granted that Vested in Same Year ($)156,536
Change in Fair Value of Stock and Option Awards from Prior Years that Vested in the Covered Year ($)662,472(2,375,482)2,911,6821,075,748(791,919)
Less: Fair Value of Stock and Option Awards Forfeited during the Covered Year ($)(105,673)
Less: Aggregate Change in Actuarial Present Value of Accumulated Benefit Under Pension Plans ($)
Plus: Aggregate Service Cost and Prior Service Cost for Pension Plans ($)
Compensation Actually Paid ($)19,141,375(1,518,528)13,685,97212,151,3665,816,002
       
Non-PEO NEO Average Total Compensation Amount $ 2,924,269 2,940,677 2,896,068 2,177,056 1,882,286
Non-PEO NEO Average Compensation Actually Paid Amount $ 1,872,135 2,924,343 3,217,450 299,495 4,227,764
Adjustment to Non-PEO NEO Compensation Footnote Compensation actually paid (CAP) to our non-PEO NEOs reflects the respective amounts set forth in column (e) of the table above, adjusted as set forth in the table below. The assumptions used to calculate the fair values did not differ materially from the assumptions used to calculate the fair values as of the grant dates.
Year202120222023
2024
2025
Non-PEO NEOsSee
column (d)
note above
See
column (d)
note above
See
column (d)
note above
See
column (d)
note above
See
column (d)
note above
SCT Total Compensation ($)1,882,2862,177,0562,896,0682,940,6772,924,269
Less: Stock and Option Award Values Reported in SCT for the Covered Year ($)(840,292)(1,122,664)(1,792,882)(1,870,123)(1,532,339)
Plus: Fair Value for Stock and Option Awards Granted in the Covered Year that are Outstanding and Unvested at End of Year ($)1,568,075760,1951,338,6301,522,0751,590,475
Change in Fair Value of Outstanding Unvested Stock and Option Awards from Prior Years ($)1,349,327(1,088,918)333,338143,115(966,587)
Fair Value as of Vesting Date for Awards Granted that Vested in Same Year ($)62,160
Change in Fair Value of Stock and Option Awards from Prior years that Vested in the Covered Year ($)229,193(412,434)449,437188,598(135,853)
Less: Fair Value of Stock and Option Awards Forfeited during the covered Year ($)(22,985)(13,740)
Less: Aggregate Change in Actuarial Present Value of Accumulated Benefit Under Pension Plans ($)(7,140)(7,830)
Plus: Aggregate Service Cost and Prior Service Cost for Pension Plans ($)
Compensation Actually Paid ($)4,227,764299,4953,217,4502,924,3431,872,135
       
Compensation Actually Paid vs. Total Shareholder Return
Relationship between Pay and Performance
Below are graphs showing the relationship of “compensation actually paid” to our PEO and non-PEO NEOs in 2021, 2022, 2023, 2024 and 2025, to (1) our TSR and the TSR of the S&P 400 Industrials Index, (2) our net income and (3) our adjusted earnings per share.
CAP vs. TSR
RRX_PXY_EN_PIE_CAP_vs_PVR__TSR.jpg
CAP vs. Net Income
RRX_PXY_EN_PIE_CAP_vs_PVR__Net income.jpg
CAP vs. Adjusted EPS
RRX_PXY_EN_PIE_CAP_vs_PVR__Adjusted.jpg
       
Compensation Actually Paid vs. Net Income
Relationship between Pay and Performance
Below are graphs showing the relationship of “compensation actually paid” to our PEO and non-PEO NEOs in 2021, 2022, 2023, 2024 and 2025, to (1) our TSR and the TSR of the S&P 400 Industrials Index, (2) our net income and (3) our adjusted earnings per share.
CAP vs. TSR
RRX_PXY_EN_PIE_CAP_vs_PVR__TSR.jpg
CAP vs. Net Income
RRX_PXY_EN_PIE_CAP_vs_PVR__Net income.jpg
CAP vs. Adjusted EPS
RRX_PXY_EN_PIE_CAP_vs_PVR__Adjusted.jpg
       
Compensation Actually Paid vs. Company Selected Measure
Relationship between Pay and Performance
Below are graphs showing the relationship of “compensation actually paid” to our PEO and non-PEO NEOs in 2021, 2022, 2023, 2024 and 2025, to (1) our TSR and the TSR of the S&P 400 Industrials Index, (2) our net income and (3) our adjusted earnings per share.
CAP vs. TSR
RRX_PXY_EN_PIE_CAP_vs_PVR__TSR.jpg
CAP vs. Net Income
RRX_PXY_EN_PIE_CAP_vs_PVR__Net income.jpg
CAP vs. Adjusted EPS
RRX_PXY_EN_PIE_CAP_vs_PVR__Adjusted.jpg
       
Tabular List, Table
Most Important Measures to Determine 2025 Compensation Actually Paid
The four performance measures listed below represent the most important metrics we used to link CAP to financial performance for fiscal year 2025 as further described in our Compensation Discussion and Analysis.
Most Important Performance Measures
1. Adjusted Earnings Per Share
2. Adjusted Free Cash Flow
3. Total Shareholder Return
4. Return on Invested Capital
       
Total Shareholder Return Amount $ 125.69 137.53 130.07 104.43 146.56
Peer Group Total Shareholder Return Amount 191.48 169.56 149.41 113.68 128.45
Net Income (Loss) $ 279,500,000 $ 196,200,000 $ (57,400,000) $ 488,900,000 $ 229,600,000
Company Selected Measure Amount | $ / shares 9.65 9.12 9.15 10.75 8.59
PEO Name Louis V. Pinkham Louis V. Pinkham Louis V. Pinkham Louis V. Pinkham Louis V. Pinkham
Measure:: 1          
Pay vs Performance Disclosure          
Name 1. Adjusted Earnings Per Share        
Non-GAAP Measure Description Company-selected measure is adjusted earnings per share, defined as earnings per share adjusted for restructuring and related costs, transaction and related costs, goodwill impairment, inventory step-up adjustment, intangible amortization, share-based compensation expense, gain on sale of assets, impairments and exist related costs and discrete tax items, calculated as set forth in our earnings release for the fiscal year ended December 31, 2025.        
Measure:: 2          
Pay vs Performance Disclosure          
Name 2. Adjusted Free Cash Flow        
Measure:: 3          
Pay vs Performance Disclosure          
Name 3. Total Shareholder Return        
Measure:: 4          
Pay vs Performance Disclosure          
Name 4. Return on Invested Capital        
PEO | Less: Stock and Option Award Values Reported in SCT for the Covered Year [Member]          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount $ (7,693,848) $ (9,003,727) $ (8,364,427) $ (5,846,486) $ (4,226,987)
PEO | Plus: Fair Value for Stock and Option Awards Granted in the Covered Year that are Outstanding and Unvested at End of Year [Member]          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 7,985,764 7,259,783 6,245,153 3,906,965 8,303,585
PEO | Change in Fair Value of Outstanding Unvested Stock and Option Awards from Prior Years [Member]          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount (5,152,813) 889,755 1,434,379 (5,742,851) 6,844,214
PEO | Fair Value as of Vesting Date for Awards Granted that Vested in Same Year [Member]          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 0 0 0 0 156,536
PEO | Change in Fair Value of Stock and Option Awards from Prior Years that Vested in the Covered Year [Member]          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount (791,919) 1,075,748 2,911,682 (2,375,482) 662,472
PEO | Less: Fair Value of Stock and Option Awards Forfeited during the Covered Year [Member]          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 0 0 0 (105,673) 0
PEO | Less: Aggregate Change in Actuarial Present Value of Accumulated Benefit Under Pension Plans [Member]          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 0 0 0 0 0
PEO | Plus: Aggregate Service Cost and Prior Service Cost for Pension Plans [Member]          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 0 0 0 0 0
Non-PEO NEO | Less: Stock and Option Award Values Reported in SCT for the Covered Year [Member]          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount (1,532,339) (1,870,123) (1,792,882) (1,122,664) (840,292)
Non-PEO NEO | Plus: Fair Value for Stock and Option Awards Granted in the Covered Year that are Outstanding and Unvested at End of Year [Member]          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 1,590,475 1,522,075 1,338,630 760,195 1,568,075
Non-PEO NEO | Change in Fair Value of Outstanding Unvested Stock and Option Awards from Prior Years [Member]          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount (966,587) 143,115 333,338 (1,088,918) 1,349,327
Non-PEO NEO | Fair Value as of Vesting Date for Awards Granted that Vested in Same Year [Member]          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 0 0 0 0 62,160
Non-PEO NEO | Change in Fair Value of Stock and Option Awards from Prior Years that Vested in the Covered Year [Member]          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount (135,853) 188,598 449,437 (412,434) 229,193
Non-PEO NEO | Less: Fair Value of Stock and Option Awards Forfeited during the Covered Year [Member]          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 0 0 0 (13,740) (22,985)
Non-PEO NEO | Less: Aggregate Change in Actuarial Present Value of Accumulated Benefit Under Pension Plans [Member]          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount (7,830) 0 (7,140) 0 0
Non-PEO NEO | Plus: Aggregate Service Cost and Prior Service Cost for Pension Plans [Member]          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount $ 0 $ 0 $ 0 $ 0 $ 0
v3.26.1
Award Timing Disclosure
12 Months Ended
Dec. 31, 2025
Award Timing Disclosures [Line Items]  
Award Timing MNPI Disclosure We generally grant annual equity-based awards during the first half of our fiscal year, although such timing may change from year to year. The Committee also may consider and approve interim or mid-year grants, or grants made on another basis, from time to time, based on business needs, changing compensation practices, or other factors, in the discretion of the Committee. The Committee generally grants equity-based awards only during an “open window” period following the release of our quarterly or annual financial results.
Award Timing Method We generally grant annual equity-based awards during the first half of our fiscal year, although such timing may change from year to year. The Committee also may consider and approve interim or mid-year grants, or grants made on another basis, from time to time, based on business needs, changing compensation practices, or other factors, in the discretion of the Committee.
Award Timing Predetermined true
Award Timing MNPI Considered true
Award Timing, How MNPI Considered The Committee generally grants equity-based awards only during an “open window” period following the release of our quarterly or annual financial results.
v3.26.1
Insider Trading Policies and Procedures
12 Months Ended
Dec. 31, 2025
Insider Trading Policies and Procedures [Line Items]  
Insider Trading Policies and Procedures Adopted true