MODINE MANUFACTURING CO 10-K

ITEM 5 . MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES . Our common stock is listed on the New York Stock Exchange. Our trading symbol is MOD. As of March 31, 2026, shareholders of record numbered 1,711. We did not pay dividends during fiscal 2026 or 2025. Under our credit agreements, we are permitted to pay dividends on our common stock, subject to certain restrictions based upon the calculation of debt covenants, as defined in our credit agreements. We currently do not intend to pay dividends in fiscal 2027. The following describes the Company’s purchases of common stock during the fourth quarter of fiscal 2026: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Maximum ​ ​ ​ ​ ​ ​ ​ ​ ​ Number (or ​ ​ ​ ​ ​ ​ ​ Total Number of ​ Approximate Dollar ​ ​ ​ ​ ​ ​ ​ Shares Purchased ​ Value) of Shares ​ ​ ​ ​ Average ​ as Part of Publicly ​ that May Yet Be ​ ​ Total Number of ​ Price Paid ​ Announced Plans ​ Purchased Under the Period ​ Shares Purchased ​ Per Share ​ or Programs ​ Plans or Programs (a) January 1 - January 31, 2026 222 (b) ​ $ 134.34 — ​ $ 81,600,955 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ February 1 - February 28, 2026 — ​ ​ — — ​ $ 81,600,955 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 1 - March 31, 2026 876 (b) ​ $ 216.71 — ​ $ 81,600,955 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total 1,098 ​ $ 200.06 — ​ ​ ​ ____ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (a) Effective March 7, 2025, the Company’s Board of Directors authorized the Company to repurchase up to $100 million of Modine common stock at such times and prices that it deems to be appropriate. This share repurchase authorization does not expire. (b) Includes shares delivered back to the Company by employees and/or directors to satisfy tax withholding obligations that arise upon the vesting of stock awards. The Company, pursuant to its equity compensation plans, gives participants the opportunity to turn back to the Company the number of shares from the award sufficient to satisfy tax withholding obligations that arise upon the termination of restrictions. These shares are held as treasury shares. ​ 28 Table of Contents PERFORMANCE GRAPH The following graph compares the cumulative five-year total return on our common stock with similar returns on the Standard & Poor’s (S&P) 500 Index, the Russell 2000 Index, and the S&P MidCap 400 Industrials Index. Based upon the Company’s higher market capitalization compared with the prior year, the Company determined that the S&P 500 Index was more representative of its business and plans to replace the Russell 2000 Index for purposes of this graph beginning in fiscal 2027. The graph assumes a $100 investment and reinvestment of dividends. The return shown on the graph is not necessarily indicative of future performance. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Indexed Returns ​ ​ Initial Investment ​ Years ended March 31, Company / Index ​ ​ ​ March 31, 2021 ​ ​ ​ 2022 ​ ​ ​ 2023 ​ ​ ​ 2024 ​ ​ ​ 2025 ​ ​ ​ 2026 Modine Manufacturing Company ​ $ 100 ​ $ 61.00 ​ $ 156.06 ​ $ 644.48 ​ $ 519.63 ​ $ 1,467.23 S&P 500 Index ​ ​ 100 ​ ​ 115.65 ​ 106.71 ​ 138.59 ​ 150.03 ​ 176.74 Russell 2000 Index ​ 100 ​ 94.21 ​ ​ 83.28 ​ ​ 99.69 ​ ​ 95.70 ​ ​ 120.32 S&P MidCap 400 Industrials Index ​ 100 ​ 104.34 ​ 108.59 ​ 146.99 ​ 135.97 ​ 178.19 ​ ​ ITEM 6. RESERVED. ​ ​ ​ ​ ​ ​ ​ ​ 29 Table of Contents