AAON, INC. (AAON) EVP logs 154-share tax-withholding disposition

Rhea-AI Filing Summary

AAON, INC. Executive Vice President Matthew Shaub reported tax-related share dispositions rather than open-market trades. On March 12, 2026, 154 shares of common stock were disposed of at $91.51 per share to cover tax obligations.

After these transactions, he directly holds 1,629 common shares and indirectly holds 665 shares through a 401(k) plan. He also retains stock options covering 1,029 shares at an exercise price of $79.73 expiring on March 11, 2034, and 2,976 shares at $82.39 expiring on March 11, 2035.

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

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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^*

Shaub Matthew

(Last) (First) (Middle)

2425 S YUKON AVE

(Street)

TULSA OK 74107

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
AAON, INC. [ AAON ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Executive Vice President

3. Date of Earliest Transaction (Month/Day/Year)
03/12/2026

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, par value $.004	03/12/2026		F		40	D	$91.51(1)	1,743	D
Common Stock, par value $.004	03/12/2026		F		114	D	$91.51(1)	1,629	D
Common Stock, par value $.004								665	I	401(k) Plan

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
Stock Option (Right to Buy)	$79.73							03/11/2025	03/11/2034	Common Stock	1,029		1,029	D
Stock Option (Right to Buy)	$82.39							03/11/2026	03/11/2035	Common Stock	2,976		2,976	D

Explanation of Responses:

1. All shares granted/purchased/converted/sold, as applicable, at an exact price. A breakdown is not applicable.

Remarks:

	Matthew Shaub	03/16/2026
	** 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 insider activity did AAON (AAON) report for Matthew Shaub?

AAON Executive Vice President Matthew Shaub reported tax-related dispositions of 154 common shares at $91.51 per share. These Form 4 entries reflect shares delivered to satisfy tax obligations, not open-market buying or selling.

Were the AAON (AAON) insider transactions open-market sales?

No, the reported AAON transactions were tax-withholding dispositions coded "F". The 154 shares of common stock were used to pay tax liabilities, so they do not represent discretionary open-market sales by the executive.

How many AAON (AAON) shares does Matthew Shaub hold after the transactions?

Following the reported tax-withholding transactions, Matthew Shaub directly holds 1,629 AAON common shares and indirectly holds 665 shares through a 401(k) plan, according to the ownership information provided.

What stock options does the AAON (AAON) executive retain after this Form 4?

After the reported activity, the executive retains stock options on 1,029 shares at $79.73 expiring March 11, 2034, and options on 2,976 shares at $82.39 expiring March 11, 2035, all tied to AAON common stock.

What does transaction code F mean in the AAON (AAON) insider report?

Transaction code F in the AAON insider report indicates a tax-withholding disposition. Shares, in this case 154 common shares, were delivered to cover tax liabilities associated with equity compensation rather than sold on the open market.

Is the AAON (AAON) insider activity significant in size?

The reported AAON insider activity involves 154 shares disposed of for tax withholding, a relatively small transaction size. It is characterized as routine administration of equity-based compensation rather than a large, discretionary share sale.