Karge Douglas Samuel 4

What Happened

• Douglas Samuel Karge, SVP and President, North America Water Treatment at A. O. Smith (AOS), received vested equity awards on 2026-02-13. The filing shows a conversion/exercise of 1,415 derivative units (reported as "M" at $0.00), settlement/award of 338 restricted stock units (RSUs) valued at $79.89 each (total $27,001), and 54 shares received via dividend reinvestment.
• To cover tax withholding on the vesting, 666 shares were surrendered/disposed at $79.89 each for a value of $53,203. The filing also notes the vesting of performance stock units (PSUs) at 150% of target for the 2023–2025 performance period, which converted to shares.

Key Details

• Transaction date(s): 2026-02-13; Filing date: 2026-02-17 (Form 4 filed after the transactions).
• Reported entries:
  • M: 1,415 shares acquired via exercise/conversion at $0.00 (derivative conversion).
  • A: 338 RSU shares acquired @ $79.89 each = $27,001.
  • F: 666 shares disposed/withheld for tax @ $79.89 each = $53,203.
  • Dividend reinvestment: 54 shares received (per footnote).
• Notable footnotes:
  • RSUs settled on their scheduled vesting date (F1, F5).
  • PSUs vested at 150% of target and converted to common stock upon meeting performance criteria (F4).
  • Shares were withheld by the company to satisfy tax withholding on vesting (F3).
  • Dividend reinvestment plan provided 54 additional shares (F2).
• Shares owned after the transactions: not specified in the excerpt of the filing.

Context

• This activity is compensation-related (vested PSUs/RSUs and dividend reinvestment), not an open-market purchase or a voluntary sale. The tax payment was handled by share withholding (a common, non-market-sale mechanism).
• The filing shows both conversion/exercise entries and a corresponding disposition entry for the derivative units—this typically reflects internal conversion/settlement mechanics rather than an open-market sale.