SMITH A O CORP|4Feb 17, 2:01 PM ET

Carver Samuel M. 4

4 · SMITH A O CORP · Filed Feb 17, 2026

AI-generated summary of this filing

Updated Feb 17, 2026

AOS SVP Samuel Carver Receives 3,314 Shares Through Vesting

What Happened

Samuel M. Carver, Senior Vice President — Global Operations of SMITH A O CORP (AOS), received shares on 2026-02-13 from the scheduled vesting/settlement of equity awards. He received 2,605 shares from performance stock units (PSUs) that vested at 150% of target and 709 restricted stock units (RSUs) that became payable, for a gross total of 3,314 shares.
The filing shows 1,026 shares were withheld to satisfy tax withholding obligations (disposed) at $79.89 per share ($81,962). Using the reported $79.89 price, the PSU conversion is roughly $208,113 and the RSU settlement is $56,638, for a gross value of about $264,751 and a net retained value of roughly $182,789 after withholding.
This was an award/vesting transaction (not an open-market purchase or sale) and is generally routine compensation rather than an explicit buy/sell signal.

Key Details

Transaction date: 2026-02-13; Filing date (Form 4): 2026-02-17 (filed four calendar days later; appears timely given weekend/holiday).
Prices shown: tax withholding and award valuation use $79.89 per share.
Shares reported acquired: 2,605 (PSU conversion) + 709 (RSU settlement) = 3,314 shares.
Shares disposed for taxes: 1,026 shares withheld, $81,962.
Net new shares retained: 3,314 − 1,026 = 2,288 shares (≈ $182,789 at $79.89).
Notable footnotes: PSUs vested at 150% of target for the 2023–2025 period (F3); RSUs were grants from 02/13/2023 that vested on 02/13/2026 (F4); withholding by the company satisfied tax obligations (F2); RSU settlement represented one share per unit (F1).
Shares owned after transaction: not specified in the filing.

Context

The "M" derivative entries reflect conversion/settlement of performance-based and restricted units into common shares (no cash exercise price). This was not a market sale—only shares were withheld to cover taxes (a common cashless settlement).
Such award/vesting filings are routine compensation events for executives and do not, by themselves, indicate the insider is buying or selling stock as a directional bet.

Form 4

Period: 2026-02-13

SVP - Global Operations

Transactions

Exercise/Conversion
Common Stock
[F1]
2026-02-13+2,605→ 4,174 total
Tax Payment
Common Stock
[F2]
2026-02-13$79.89/sh−1,026$81,962→ 3,148 total
Award
Common Stock
[F3]
2026-02-13$79.89/sh+709$56,638→ 3,857 total
Exercise/Conversion
Restricted Stock Units
[F1][F4]
2026-02-13−2,605→ 0 total
Exercise: $0.00→ Common Stock (2,605 underlying)

Footnotes (4)

[F1]Each restricted stock unit represents the right to receive, at settlement, one share of Common Stock. This transaction represents the settlement of restricted stock units in shares of Common Stock on their scheduled vesting date.
[F2]Shares withheld by A. O. Smith Corporation to satisfy tax withholding requirements on vesting of restricted stock units.
[F3]Represents vesting of performance stock units at 150% of the target award amount and conversion to shares of A. O. Smith Corporation's Common Stock upon achievement of performance criteria for the 2023 - 2025 performance period.
[F4]The restricted stock units were granted on 02/13/2023 under the A. O. Smith Combined Incentive Compensation Plan, a transaction exempt under Rule 16b-3. The restricted stock units became payable in Common Stock on the vesting date of 02/13/2026.

Signature

James F. Stern, Attorney-in-Fact for Samuel M. Carver|2026-02-17

1 file