Kulkarni Parag 4

What Happened

• Parag Kulkarni, SVP - International and President, India for A. O. Smith Corporation (AOS), received a grant of 1,105 restricted stock units (RSUs) on 2026-02-09. The RSUs were granted at $0.00 (no cash paid) and are derivative awards that will be settled in cash on the vesting date of 2029-02-09.

Key Details

• Transaction date: 2026-02-09; Transaction type: Award/Grant (code A); acquisition price reported $0.00 (derivative).
• Vesting/settlement: Cash-settled RSUs payable on 2029-02-09 (per footnote F2).
• Shares owned after transaction: 5,580 unvested RSUs (4,475 prior unvested + 1,105 grant) and 3,130 vested RSUs that have been deferred — 8,710 RSUs total beneficially owned (per footnote F3).
• Plan and exemption: Granted under the A. O. Smith Combined Incentive Compensation Plan; transaction exempt under Rule 16b-3 (footnote F2).
• Filing: Report covers 2026-02-09 transaction and was filed 2026-02-11 (timely Form 4).

Context

• These RSUs are a compensation award, not an open-market purchase or sale; they do not represent immediate share sales or cash proceeds. Each RSU is the economic equivalent of one share of A. O. Smith common stock (footnote F1) but will be paid in cash on vesting per the grant terms. Such awards are common executive compensation and should be viewed as compensation-related rather than a direct market signal.