Schuh Darrell W. 4

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).