What trading plan governed Kelly J. Ferneau’s AEP share sale?

The Form 4 states the reported sale was executed under a Rule 10b5-1 trading plan adopted on May 15, 2025. Rule 10b5-1 plans pre-schedule trades, helping insiders sell shares over time while reducing concerns about material non-public information.

American Electric Power (AEP) EVP Ferneau sells stock and withholds shares for RSU taxes

Filing Impact

(Moderate)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

American Electric Power executive Kelly J. Ferneau reported multiple share dispositions. On February 24, 2026, Ferneau executed an open-market sale of 1,351 restricted stock units at $131.46 per share, leaving 15,410 shares directly owned after this sale. This sale was carried out under a pre-established Rule 10b5-1 trading plan adopted on May 15, 2025.

On February 23, 2026, three additional Form 4 transactions labeled with code F show dispositions of 136, 165, and 288 shares of common stock at $132.03 per share. Footnotes state these shares were withheld from vesting restricted stock unit awards to cover tax liabilities, indicating they were not discretionary open-market sales.

Insights

Modest, mostly routine insider share dispositions with one planned sale.

Executive Vice President Kelly J. Ferneau reported an open-market sale of 1,351 restricted stock units at $131.46 per share, executed under a Rule 10b5-1 trading plan adopted on May 15, 2025. Such plans are designed to systematize sales and reduce concerns about trading on non-public information.

Additional transactions on February 23, 2026 involve 136, 165, and 288 shares at $132.03 per share coded as F, with footnotes explaining they were withheld from vesting restricted stock units to satisfy tax liabilities. These tax-withholding dispositions are standard administrative events rather than discretionary sales.

After the reported open-market sale, Ferneau directly owned 15,410 shares, according to the filing. Overall, this mix of a relatively small planned sale and tax-withholding transactions appears routine and does not, by itself, indicate a material change in governance or strategy.

Insider Trade Summary

Net Seller: 1,351 shares ($177,602)

Net Sell 4 txns

Insider Ferneau Kelly J

Role Executive Vice President

Sold 1,351 shs ($178K)

Type	Security	Shares	Price	Value
Sale	Resticted Stock Units	1,351	$131.46	$178K
Tax Withholding	Common Stock	136	$132.03	$18K
Tax Withholding	Common Stock	165	$132.03	$22K
Tax Withholding	Common Stock	288	$132.03	$38K

Holdings After Transaction: Resticted Stock Units — 15,410 shares (Direct); Common Stock — 17,124 shares (Direct)

Footnotes (1)

A portion of the reporting person's restricted stock units (399) granted on February 20, 2023, vested on February 21, 2026. Upon vesting, 136 restricted stock units were withheld to satisfy the reporting person's tax liability. A portion of the reporting person's restricted stock units (537) granted on February 23, 2024, vested on February 21, 2026. Upon vesting, 165 restricted stock units were withheld to satisfy the reporting person's tax liability. A portion of the reporting person's restricted stock units (1,004) granted on February 18, 2025, vested on February 21, 2026. Upon vesting, 288 restricted stock units were withheld to satisfy the reporting person's tax liability. The sale reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on May 15, 2025.

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Form 4 Insider Transactions: What Each Field Means →

02/25/2026 - 02:55 PM

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^*

Ferneau Kelly J

(Last)

(First)

(Middle)

1 RIVERSIDE PLAZA

(Street)

COLUMBUS

43215

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
AMERICAN ELECTRIC POWER CO INC [ AEP ]

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)
02/23/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	02/23/2026		F		136⁽¹⁾	D	$132.03	17,124	D
Common Stock	02/23/2026		F		165⁽²⁾	D	$132.03	17,049	D
Common Stock	02/23/2026		F		288⁽³⁾	D	$132.03	16,761	D
Resticted Stock Units	02/24/2026		S		1,351⁽⁴⁾	D	$131.46	15,410	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. A portion of the reporting person's restricted stock units (399) granted on February 20, 2023, vested on February 21, 2026. Upon vesting, 136 restricted stock units were withheld to satisfy the reporting person's tax liability.

2. A portion of the reporting person's restricted stock units (537) granted on February 23, 2024, vested on February 21, 2026. Upon vesting, 165 restricted stock units were withheld to satisfy the reporting person's tax liability.

3. A portion of the reporting person's restricted stock units (1,004) granted on February 18, 2025, vested on February 21, 2026. Upon vesting, 288 restricted stock units were withheld to satisfy the reporting person's tax liability.

4. The sale reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on May 15, 2025.

Remarks:

	/s/ David C. House, Attorney-in-Fact for Kelly J. Ferneau	02/25/2026
	** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did AEP executive Kelly J. Ferneau report?

Kelly J. Ferneau reported an open-market sale of 1,351 restricted stock units at $131.46 per share, plus three additional transactions where 136, 165, and 288 shares were disposed at $132.03 per share to cover taxes on vesting restricted stock units.

Were the AEP Form 4 transactions by Kelly J. Ferneau discretionary sales?

Only the sale of 1,351 restricted stock units at $131.46 per share was an open-market sale. Footnotes explain the 136, 165, and 288 share dispositions were automatic tax-withholding from vesting restricted stock unit awards, not discretionary market sales.

How many AEP shares did Kelly J. Ferneau own after the reported sale?

After the open-market sale of 1,351 restricted stock units, the filing shows Kelly J. Ferneau directly owned 15,410 shares. This post-transaction ownership figure comes from the row associated with the February 24, 2026 restricted stock unit sale transaction.

What do the F-code transactions on AEP’s Form 4 indicate?

The F-code transactions for 136, 165, and 288 shares at $132.03 per share indicate shares used to pay tax liabilities when restricted stock units vested. The footnotes explicitly describe these as shares withheld to satisfy the reporting person’s tax obligations.

What types of AEP securities were involved in Kelly J. Ferneau’s Form 4?

The Form 4 shows one transaction in restricted stock units and three transactions in common stock. The restricted stock units were sold in an open-market transaction, while the common stock entries reflect shares withheld upon vesting to cover associated tax liabilities.