AAON (AAON) director Fields exercises options and sells 21,173 shares

Rhea-AI Filing Summary

AAON, INC. director Gary D. Fields reported an option exercise and related share sale. On 2026-05-26, he exercised stock options covering 21,173 shares of common stock at an exercise price of $48.91 per share and acquired the same number of shares.

On the same date, he sold 21,173 common shares in an open-market transaction at a weighted average price of $140.34 per share, leaving him with 34,252 common shares held directly. He also reports 9,250 shares held as custodian for his grandchildren and 6,249 shares in a 401(k) plan, both as indirect ownership.

After these transactions, Fields continues to hold several stock option awards directly, including options over 22,338 shares at $79.73, 7,329 shares at $82.39, and 31,968 shares at $62.03, with expirations between 2033 and 2035.

Insights

Equity compensation analyst

Routine option exercise-and-sell with sizable remaining equity stake.

Director Gary D. Fields exercised stock options for 21,173 AAON shares at an exercise price of $48.91, then sold the same number of shares at a weighted average of $140.34. This pattern is a typical liquidity event that converts options into cash.

He still owns 34,252 common shares directly plus indirect holdings through a 401(k) and as custodian for grandchildren. In addition, he retains multiple option grants over tens of thousands of shares with exercise prices between $62.03 and $82.39, expiring between 2033 and 2035.

The filing shows a net share sale of 21,173 shares, but the remaining direct, indirect, and derivative positions indicate continued exposure to AAON’s equity. The document does not reference any Rule 10b5-1 trading plan, so the timing context is not clarified here.

Insider Trade Summary

Exercise and sale activity reported; no spread calculated

Exercise and Sale 8 txns

Insider Fields Gary D

Role Director

Sold 21,173 shs ($2.97M)

Approx. gross sale proceeds $2.97M

Approx. exercise cost $1.04M

Type	Security	Shares	Price	Value
Exercise	Stock Option (Right to Buy)	21,173	$48.91	$1.04M
Exercise	Common Stock, par value $.004	21,173	$48.91	$1.04M
Sale	Common Stock, par value $.004	21,173	$140.34	$2.97M
holding	Stock Option (Right to Buy)	--	--	--
holding	Stock Option (Right to Buy)	--	--	--
holding	Stock Option (Right to Buy)	--	--	--
holding	Common Stock, par value $.004	--	--	--
holding	Common Stock, par value $.004	--	--	--

Holdings After Transaction: Stock Option (Right to Buy) — 61,635 shares (Direct); Common Stock, par value $.004 — 34,252 shares (Direct); Common Stock, par value $.004 — 6,249 shares (Indirect, 401(k) Plan); Common Stock, par value $.004 — 9,250 shares (Indirect, Custodian for the benefit of his grandchildren)

Footnotes (1)

1. F1. This transaction was executed in multiple trades at prices ranging from $140.08 to $140.82. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

Key Figures

Shares sold: 21,173 shares Sale price: $140.34/share Options exercised: 21,173 shares +5 more

8 metrics

Shares sold 21,173 shares Open-market sale of AAON common stock on 2026-05-26

Sale price $140.34/share Weighted average sales price, trades between $140.08 and $140.82

Options exercised 21,173 shares Stock option exercise at $48.91 on 2026-05-26

Exercise price $48.91/share Strike price of exercised AAON stock option grant

Direct shares after sale 34,252 shares AAON common stock held directly following transactions

Indirect custodial holding 9,250 shares AAON common stock as custodian for grandchildren

Indirect 401(k) holding 6,249 shares AAON common stock in 401(k) plan

Remaining options 22,338 / 7,329 / 31,968 shares Unexercised options at $79.73, $82.39, and $62.03 strike prices

Key Terms

Stock Option (Right to Buy), open-market sale, derivative security, weighted average sales price, +1 more

5 terms

Stock Option (Right to Buy) financial

"security_title": "Stock Option (Right to Buy)""

open-market sale financial

"transaction_action": "open-market sale""

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

derivative security financial

"transaction_code_description": "Exercise or conversion of derivative security""

A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.

weighted average sales price financial

"The price reported above reflects the weighted average sales price."

401(k) Plan financial

"nature_of_ownership": "401(k) Plan""

A 401(k) plan is a workplace retirement account that lets employees set aside part of their pay into a tax-advantaged savings pot, often with employers adding matching contributions — like a workplace piggy bank for future income. It matters to investors because the amount people save and how employers fund these plans influence consumer spending, corporate payroll costs and the flow of money into financial markets, which can affect stock prices and company valuations.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 05/27/2026 - 02:34 PM Learn about SEC filing dates

FAQ

What did AAON (AAON) director Gary D. Fields report in this Form 4?

He reported exercising stock options for 21,173 AAON common shares at $48.91 per share, then selling 21,173 shares at a weighted average price of $140.34. The filing also updates his remaining share and option holdings.

How many AAON (AAON) shares did Gary D. Fields sell and at what price?

He sold 21,173 AAON common shares in an open-market transaction at a weighted average price of $140.34 per share. A footnote states the trades occurred in multiple executions between $140.08 and $140.82 per share.

What options did Gary D. Fields exercise in AAON (AAON) stock?

He exercised a stock option covering 21,173 AAON common shares at an exercise price of $48.91 per share. Following the exercise, that particular option position shows zero remaining shares, reflecting full exercise of that grant.

What are Gary D. Fields’ AAON (AAON) share holdings after these transactions?

After the reported transactions, he holds 34,252 AAON common shares directly, 9,250 shares as custodian for his grandchildren, and 6,249 shares in a 401(k) plan. The latter two positions are reported as indirect ownership interests.

What AAON (AAON) stock options does Gary D. Fields still hold?

He retains several stock options over AAON common stock: 22,338 underlying shares at $79.73, 7,329 at $82.39, and 31,968 at $62.03, with expiration dates ranging from 2033-03-06 to 2035-03-11.

Does the AAON (AAON) Form 4 mention a Rule 10b5-1 trading plan?

The filing’s footnote explains that the sale occurred through multiple trades with a weighted average price. It does not state that the transactions were executed under a Rule 10b5-1 trading plan or other pre-arranged trading program.

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^*

Fields Gary D

(Last) (First) (Middle)

2425 S. YUKON

(Street)

TULSA OKLAHOMA 74107

(City) (State) (Zip)

UNITED STATES

(Country)

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

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/26/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	05/26/2026		M		21,173	A	$48.91	55,425	D
Common Stock, par value $.004	05/26/2026		S		21,173	D	$140.34(1)	34,252	D
Common Stock, par value $.004								6,249	I	401(k) Plan
Common Stock, par value $.004								9,250	I	Custodian for the benefit of his grandchildren

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)	$48.91	05/26/2026		M			21,173	03/11/2022	03/11/2031	Common Stock	21,173	$48.91	0	D
Stock Option (Right to Buy)	$62.03							03/06/2024	03/06/2033	Common Stock	31,968		31,968	D
Stock Option (Right to Buy)	$82.39							03/11/2026	03/11/2035	Common Stock	7,329		7,329	D
Stock Option (Right to Buy)	$79.73							03/11/2025	03/11/2034	Common Stock	22,338		22,338	D

Explanation of Responses:

1. This transaction was executed in multiple trades at prices ranging from $140.08 to $140.82. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

Remarks:

	Gary D. Fields	05/27/2026
	** 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.
* Form 4: SEC 1474 (03-26)