Gluski Andres 4

What Happened

• Andres Gluski, President, CEO and Director of AES Corporation (AES), received a total of 391,103 shares on Feb 20, 2026 through the vesting/settlement of equity awards: 247,024 performance stock units (PSUs) and 144,079 restricted stock units (RSUs). These were reported as acquisitions at $0.00 per share because they are award settlements.
• To satisfy tax withholding, 156,656 shares were automatically withheld and reported as dispositions: 123,760 shares and 32,896 shares were disposed at $16.51 per share, resulting in total cash withheld of $2,586,391 (two disposals of $2,043,278 and $543,113 respectively).
• Net of the award and withholding, the reporting person’s position increased by 234,447 shares (391,103 acquired minus 156,656 withheld). The filing also notes an additional 1,738 shares acquired under AES’s Retirement Savings Plan since the last Form 4.

Key Details

• Transaction date: February 20, 2026; Form 4 filed Feb 24, 2026 (timely filing).
• Acquisitions (A): 247,024 shares @ $0.00 (PSUs); 144,079 shares @ $0.00 (RSUs).
• Dispositions for tax withholding (F): 123,760 shares @ $16.51 = $2,043,278; 32,896 shares @ $16.51 = $543,113. Total withheld value: $2,586,391.
• Shares owned after transaction: Not specified in the filing; net increase from these transactions = +234,447 shares. Filing also reports an additional 1,738 shares acquired via the company retirement plan (statement dated Feb 17, 2026).
• Relevant footnotes:
  • PSUs granted Feb 24, 2023 had a three-year performance period; the Board approved the earned value on Feb 20, 2026 (F2).
  • RSUs (one‑third) vested/settled (related tax withholding noted) (F4); an RSU award under the 2025 plan vests in three annual installments (F1).
  • F3/F4 explain the automatic tax-withholding shares tied to PSUs and RSUs.
  • F5 notes 1,738 additional shares acquired under the Retirement Savings Plan since the last Form 4.
• Transaction codes: A = Award/Grant; F = Payment of exercise price or tax liability (automatic withholding).

Context

• These transactions are settlements of equity awards (not open-market purchases or voluntary sales). The reported disposals are automatic tax-withholding events (common when equity awards vest) and should be read as routine withholding rather than an independent decision to sell shares.
• PSUs represent performance-based awards that were earned after a three-year performance period; RSUs are time-based and typically vest on scheduled dates.