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Acadian Asset Management (AAMI) CLO gets 21,602 RSUs with tax share withholding

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Acadian Asset Management Inc. CLO and CAO Richard Jonathan Hart reported multiple equity compensation transactions. On February 13, 2026, he received a grant of 21,602 restricted stock units (RSUs), each representing one share of common stock, vesting in three equal annual installments through February 13, 2029.

On February 14 and 15, 2026, RSUs from prior grants converted into 5,755 and 9,550 shares of common stock at no cost, increasing his direct holdings. To satisfy tax obligations, 2,782 shares on February 14 and 4,618 shares on February 15 were automatically disposed of at a price of $51.85 per share.

After these transactions, Hart directly owned 173,863 shares of common stock and 53,650 RSUs, reflecting ongoing equity-based compensation and routine tax-withholding dispositions rather than open-market purchases or sales.

Positive

  • None.

Negative

  • None.
SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Hart Richard Jonathan

(Last) (First) (Middle)
200 STATE STREET
SUITE 601A

(Street)
BOSTON MA 02109

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Acadian Asset Management Inc. [ AAMI ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
CLO and CAO
3. Date of Earliest Transaction (Month/Day/Year)
02/13/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 02/14/2026 M 5,755 A $0 171,713 D
Common Stock 02/14/2026 F 2,782 D $51.85 168,931 D
Common Stock 02/15/2026 M 9,550 A $0 178,481 D
Common Stock 02/15/2026 F 4,618 D $51.85 173,863 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units $0(1) 02/13/2026 A 21,602 (2) (2) Common Stock 21,602 $0 53,650 D
Restricted Stock Units $0(1) 02/14/2026 M 5,755 (3) (3) Common Stock 5,755 $0 47,895 D
Restricted Stock Units $0(1) 02/15/2026 M 9,550 (4) (4) Common Stock 9,550 $0 38,345 D
Explanation of Responses:
1. Each restricted stock unit represents the right to receive one share of common stock of Acadian Asset Management Inc.
2. On February 13, 2026, the reporting person was granted 21,602 restricted stock units, vesting in equal annual installments over a three-year period with 1/3 of the shares vesting on each of February 13, 2027, February 13, 2028 and February 13, 2029.
3. On February 14, 2025, the reporting person was granted 17,265 restricted stock units, vesting in equal annual installments over a three-year period with 1/3 of the shares vesting on each of February 14, 2026, February 14, 2027 and February 14, 2028.
4. On February 15, 2023, the reporting person was granted 12,950 restricted stock units, vesting in equal annual installments over a three-year period with 1/3 of the shares vesting on each of February 15, 2024, February 15, 2025 and February 15, 2026. On February 15, 2024, the reporting person was granted 15,699 restricted stock units, vesting in equal annual installments over a three-year period with 1/3 of the shares vesting on each of February 15, 2025, February 15, 2026 and February 15, 2027.
Remarks:
/s/ Richard J. Hart 02/18/2026
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What equity award did AAMI executive Richard Jonathan Hart receive?

Richard Jonathan Hart received a grant of 21,602 restricted stock units. Each RSU represents one share of Acadian Asset Management Inc. common stock and vests in three equal annual installments on February 13, 2027, 2028, and 2029, subject to continued service.

How do the new 21,602 RSUs for AAMI’s CLO vest over time?

The 21,602 restricted stock units vest in three equal tranches. One-third vests on February 13, 2027, another third on February 13, 2028, and the final third on February 13, 2029, creating a multi-year retention and incentive structure for the executive.

What stock transactions did Richard Jonathan Hart report for AAMI on February 14 and 15, 2026?

Hart reported RSU conversions into 5,755 and 9,550 common shares on February 14 and 15, 2026. He also reported automatic dispositions of 2,782 and 4,618 shares at $51.85 per share to cover tax obligations associated with those equity awards, not open-market share sales.

Were the AAMI share disposals by Richard Jonathan Hart open-market sales?

No, the disposals used transaction code “F,” indicating tax-withholding dispositions. Shares were delivered back at $51.85 per share to pay exercise price or tax liabilities related to RSU vesting, rather than discretionary open-market selling by the executive.

How many AAMI shares and RSUs does Richard Jonathan Hart hold after these transactions?

After the reported transactions, Hart directly held 173,863 shares of Acadian Asset Management Inc. common stock. He also held 53,650 restricted stock units, which may convert into additional common shares in future years as the awards continue to vest.

What earlier AAMI RSU grants to Richard Jonathan Hart are referenced in the filing footnotes?

Footnotes reference RSU grants on February 15, 2023 and February 15, 2024. These awards each vest in three equal annual installments on specified February dates, contributing to the RSU balances that partially vested and converted into common stock in February 2026.
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