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AECOM (NYSE: ACM) CEO details stock awards and tax share withholding in SEC filing

Filing Impact
(Very High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

AECOM chief executive officer and director Troy Rudd reported several equity transactions dated December 15, 2025. 36,812 restricted stock units granted on December 15, 2022 vested in full and were settled into 36,812 shares of common stock at a stated price of $0 per share. He also received an annual grant of 49,000 restricted stock units under AECOM's 2020 Stock Incentive Plan, which are scheduled to vest in full on December 15, 2028, and 86,581 shares were acquired pursuant to AECOM's Performance Earnings Program.

To cover tax withholding obligations related to the vesting of restricted stock units and Performance Earnings Program shares, 48,556 shares of common stock were withheld by the issuer at $97.96 per share. Following these transactions, Rudd directly beneficially owned 123,837 shares of AECOM common stock and indirectly held 274,501 shares through TN Rudd Investments, LP and 1,404.86 shares through a Merrill Lynch account under the AECOM Retirement & Savings Plan.

Positive

  • None.

Negative

  • None.

Insights

CEO equity awards and tax-share withholding; routine compensation activity.

This filing shows AECOM CEO and director Troy Rudd receiving equity-based compensation and settling prior awards. On December 15, 2025, 36,812 restricted stock units granted on December 15, 2022 vested and were converted into 36,812 shares of common stock at a stated price of $0 per share. He also received an annual grant of 49,000 restricted stock units under the 2020 Stock Incentive Plan, vesting in full on December 15, 2028, and 86,581 shares were acquired under AECOM's Performance Earnings Program.

The filing also reports 48,556 shares of common stock withheld by the issuer at $97.96 per share to satisfy tax withholding obligations tied to these vesting events. After all transactions, Rudd directly beneficially owned 123,837 shares and held additional indirect positions of 274,501 shares via TN Rudd Investments, LP and 1,404.86 shares through a Merrill Lynch account under the AECOM Retirement & Savings Plan. These are standard executive equity compensation and tax-settlement mechanisms and do not, by themselves, indicate a change in the company’s outlook.

Insider Rudd Troy
Role CHIEF EXECUTIVE OFFICER
Type Security Shares Price Value
Exercise Restricted Stock Units 36,812 $0.00 --
Exercise Common Stock 36,812 $0.00 --
Grant/Award Common Stock 49,000 $0.00 --
Grant/Award Common Stock 86,581 $0.00 --
Tax Withholding Common Stock 48,556 $97.96 $4.76M
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Restricted Stock Units — 0 shares (Direct); Common Stock — 36,812 shares (Direct); Common Stock — 274,501 shares (Indirect, by TN Rudd Investments, LP)
Footnotes (1)
  1. Each restricted stock unit represents a contingent right to receive, upon vesting, one share of the Issuer's common stock. These restricted stock units were granted on December 15, 2022, and vested in full on December 15, 2025. Represents annual grant of restricted stock units. Each restricted stock unit represents a contingent right to receive, upon vesting, one share of the Issuer's common stock in accordance with the Issuer's 2020 Stock Incentive Plan. The restricted stock units vest in full on December 15, 2028, subject to continued service through the vesting date. Represents shares acquired pursuant to AECOM's Performance Earnings Program under the 2020 Stock Incentive Plan. Represents shares of common stock withheld by the Issuer to satisfy certain tax withholding obligations in connection with the vesting of the restricted stock units and shares acquired under the Performance Earnings 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*
Rudd Troy

(Last) (First) (Middle)
C/O AECOM
13355 NOEL RD, SUITE 400

(Street)
DALLAS TX 75240

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
AECOM [ ACM ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
CHIEF EXECUTIVE OFFICER
3. Date of Earliest Transaction (Month/Day/Year)
12/15/2025
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 12/15/2025 M(1) 36,812 A $0(1) 36,812 D
Common Stock(2) 12/15/2025 A 49,000 A $0 85,812 D
Common Stock 12/15/2025 A(3) 86,581 A $0 172,393 D
Common Stock 12/15/2025 F(4) 48,556 D $97.96 123,837 D
Common Stock 274,501 I by TN Rudd Investments, LP
Common Stock 1,404.86 I by Merrill Lynch under AECOM Retirement & Savings Plan (RSP)
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 (1) 12/15/2025 M 36,812 (1) (1) Common Stock 36,812 (1) 0 D
Explanation of Responses:
1. Each restricted stock unit represents a contingent right to receive, upon vesting, one share of the Issuer's common stock. These restricted stock units were granted on December 15, 2022, and vested in full on December 15, 2025.
2. Represents annual grant of restricted stock units. Each restricted stock unit represents a contingent right to receive, upon vesting, one share of the Issuer's common stock in accordance with the Issuer's 2020 Stock Incentive Plan. The restricted stock units vest in full on December 15, 2028, subject to continued service through the vesting date.
3. Represents shares acquired pursuant to AECOM's Performance Earnings Program under the 2020 Stock Incentive Plan.
4. Represents shares of common stock withheld by the Issuer to satisfy certain tax withholding obligations in connection with the vesting of the restricted stock units and shares acquired under the Performance Earnings Program.
Remarks:
Matt Benson, Attorney-in-Fact for Troy Rudd 12/17/2025
** 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 stock transactions did AECOM (ACM) CEO Troy Rudd report?

Troy Rudd reported multiple equity transactions on December 15, 2025, including vesting of restricted stock units into common shares, new equity awards, and shares withheld to cover tax obligations.

How many AECOM restricted stock units vested for CEO Troy Rudd on December 15, 2025?

36,812 restricted stock units granted on December 15, 2022 vested in full on December 15, 2025, and were settled into 36,812 shares of AECOM common stock at a stated price of $0 per share.

What new equity awards did AECOM grant to Troy Rudd in this Form 4 filing?

The filing reports an annual grant of 49,000 restricted stock units under AECOM's 2020 Stock Incentive Plan, vesting in full on December 15, 2028, and an additional 86,581 shares acquired pursuant to AECOM's Performance Earnings Program.

Why were 48,556 AECOM shares deducted from Troy Rudd’s holdings?

48,556 shares of AECOM common stock were withheld by the issuer at $97.96 per share to satisfy tax withholding obligations related to the vesting of restricted stock units and shares earned under the Performance Earnings Program.

What is Troy Rudd’s AECOM share ownership after the reported transactions?

After the reported transactions, Troy Rudd directly beneficially owned 123,837 shares of AECOM common stock and indirectly held 274,501 shares through TN Rudd Investments, LP and 1,404.86 shares through a Merrill Lynch account under the AECOM Retirement & Savings Plan.

How do AECOM’s restricted stock units work in this filing?

Each restricted stock unit represents a contingent right to receive, upon vesting, one share of AECOM common stock. In this filing, 36,812 units granted in 2022 fully vested on December 15, 2025, and 49,000 new units were granted that vest in full on December 15, 2028, subject to continued service.