Schuh Darrell W. 4

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

AI-generated summary of this filing

Updated Feb 17, 2026

AOS SVP Darrell Schuh Sells 356 Shares, Settles 1,460 RSUs

What Happened

Darrell W. Schuh, SVP and President & GM Lochinvar at A. O. Smith (AOS), had 1,460 restricted stock units (RSUs) vest and convert to common shares on 2026-02-13 (acquired at $0.00). On the same day he sold 356 shares in an open-market transaction at $79.89 per share, generating proceeds of $28,439. The filing also shows 1,460 shares reported as a derivative conversion (the RSU settlement).

Key Details

Transaction date(s): 2026-02-13; Form 4 filed 2026-02-17.
Items reported:
- RSU settlement: 1,460 shares acquired (price $0.00) — F1, F4.
- Open-market sale: 356 shares @ $79.89 — proceeds $28,439.
- Derivative conversion: 1,460 shares disposed (reflects RSU settlement) — coded M.
Shares owned after transaction: Not specified in the filing.
Notable footnotes:
- F1/F4: These were RSUs granted 02/13/2023 and vested/paid in common stock on 02/13/2026 (exempt under Rule 16b-3).
- F3: Some shares were withheld by A. O. Smith to satisfy tax withholding on the RSU vesting.
- F2: Mr. Schuh participates in the company’s dividend reinvestment plan and received 41 shares via dividends.
Filing timeliness: Report lists the filing date; no late-filing flag noted in the report.

Context

This was not a purchase (no bullish signal); it was RSU vesting with a partial open-market sale. The sale appears routine and consistent with common practice to cover tax withholding and/or take proceeds after RSU settlement. The transaction value from the sale was modest (~$28.4k).

Form 4

Period: 2026-02-13

SVP; President & GM Lochinvar

Transactions

Exercise/Conversion
Common Stock
[F1][F2]
2026-02-13+1,460→ 3,651 total
Sale
Common Stock
[F3]
2026-02-13$79.89/sh−356$28,439→ 3,295 total
Exercise/Conversion
Restricted Stock Units
[F1][F4]
2026-02-13−1,460→ 0 total
Exercise: $0.00→ Common Stock (1,460 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]Mr. Schuh 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 41 shares of Common Stock.
[F3]Shares withheld by A. O. Smith Corporation to satisfy tax withholding requirements on vesting of restricted stock units.
[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 Darrell W. Schuh|2026-02-17

1 file