O'Brien Stephen D. 4
4 · SMITH A O CORP · Filed Feb 17, 2026
Research Summary
AI-generated summary of this filing
A. O. Smith (AOS) SVP Stephen O'Brien Receives Shares on Vesting
What Happened
Stephen D. O'Brien, Senior Vice President and President & General Manager, North America Water Heating (A. O. Smith), had equity awards settle on 2026-02-13. A total of 3,696 shares were issued to him (2,905 shares from conversion/exercise of performance units and 791 shares from restricted stock units). To satisfy tax withholding on the vesting, 1,144 shares were withheld by the company. No cash changed hands for the awards (reported price $0.00).
Key Details
- Transaction date: 2026-02-13; filing date: 2026-02-17 (appears timely).
- Reported entries: 2,905 shares converted from derivative instruments (performance stock units), 791 shares granted/settled (RSUs), and 1,144 shares withheld for taxes. All entries show $0.00 per share (award/settlement, not open-market purchase).
- Dividend reinvestment: Mr. O'Brien also received 59 shares via the company’s Dividend Reinvestment Plan (per footnote).
- Shares owned after the transaction: not specified in this Form 4.
- Relevant footnotes: RSUs settled on scheduled vesting date (F1, F5); PSUs vested at 100% of target for the 2023–2025 period (F4); shares withheld to satisfy tax withholding (F3); dividend reinvestment noted (F2).
Context
This filing reports settlement/vesting of compensation awards (not an open-market buy or sell). The "exercise/conversion of derivative" entries reflect converting performance stock units into common shares, and the award entries reflect RSUs becoming payable in shares. Withholding of shares to cover taxes is a routine administrative step and does not necessarily indicate a market view.
Insider Transaction Report
- Exercise/Conversion
Common Stock
[F1][F2]2026-02-13+2,905→ 6,863 total - Tax Payment
Common Stock
[F3]2026-02-13−1,144→ 5,719 total - Award
Common Stock
[F4]2026-02-13+791→ 6,510 total - Exercise/Conversion
Restricted Stock Units
[F1][F5]2026-02-13−2,905→ 0 totalExercise: $0.00→ Common Stock (2,905 underlying)
Footnotes (5)
- [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]Mr. O'Brien is a participant in the A. O. Smith Dividend Reinvestment Plan ('Plan") and receives a quarterly dividend pursuant to the Plan. The total amount of dividends received was 59 shares of Common Stock.
- [F3]Shares withheld by A. O. Smith Corporation to satisfy tax withholding requirements on vesting of restricted stock units.
- [F4]Represents vesting of performance stock units at [100%] 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.
- [F5]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.