AES (AES) EVP Rubiolo granted RSUs and PSUs with automatic tax share withholding

Rhea-AI Filing Summary

AES Corporation executive Juan Ignacio Rubiolo reported equity compensation awards and related tax withholding transactions. On February 20, 2026, he acquired 38,487 Restricted Stock Units and 31,782 Performance Stock Units of AES common stock as grants under company equity plans, at no cash cost.

The RSU award generally vests in three annual installments on February 20, 2027, 2028 and 2029, subject to continued employment and award terms. The filing also shows dispositions of 14,805, 4,238 and 6,403 shares at $16.51 per share, reflecting automatic share withholding to cover taxes upon PSU and RSU vesting. After these transactions, Rubiolo directly owned 233,268 AES common shares.

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

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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^*

Rubiolo Juan Ignacio

(Last) (First) (Middle)

4300 WILSON BLVD.

(Street)

ARLINGTON VA 22203

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
AES CORP [ AES ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP and Pres., Energy Infrast.

3. Date of Earliest Transaction (Month/Day/Year)
02/20/2026

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	02/20/2026		A		38,487(1)	A	$0	226,932	D
Common Stock	02/20/2026		A		31,782(2)	A	$0	258,714	D
Common Stock	02/20/2026		F		14,805(3)	D	$16.51	243,909	D
Common Stock	02/20/2026		F		4,238(4)	D	$16.51	239,671	D
Common Stock	02/20/2026		F		6,403(5)	D	$16.51	233,268	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

Explanation of Responses:

1. This Restricted Stock Unit ("RSU") award was granted pursuant to The AES Corporation 2025 Equity and Incentive Compensation Plan and will generally vest in three annual installments on February 20, 2027, February 20, 2028, and February 20, 2029, subject to the reporting person's continued employment with AES on each such date and the terms and conditions of the award. Each RSU entitles the holder to one share of AES Common Stock.

2. This Performance Stock Unit ("PSU") award was granted on February 24, 2023 pursuant to The AES Corporation 2003 Long Term Compensation Plan. After the prescribed three year performance period, the AES Board of Directors approved the performance value for the grant on February 20, 2026. Each earned PSU entitles the holder to one share of AES Common Stock.

3. Reflects automatic tax withholding of shares in connection with the vesting and settlement of PSUs granted on February 24, 2023.

4. Reflects automatic tax withholding of shares in connection with the vesting and settlement of one-third of the RSUs granted on February 22, 2024.

5. Reflects automatic tax withholding of shares in connection with the vesting and settlement of one-third of the RSUs granted on February 21, 2025.

	/s/ Jennifer Gillcrist, attorney-in-fact	02/24/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transactions did AES (AES) executive Juan Ignacio Rubiolo report?

Juan Ignacio Rubiolo reported receiving two equity awards and related tax withholding transactions. On February 20, 2026, he was granted 38,487 Restricted Stock Units and 31,782 Performance Stock Units of AES common stock, and shares were automatically withheld to satisfy tax obligations tied to vesting events.

Were Juan Ignacio Rubiolo’s AES (AES) stock transactions open-market buys or sells?

The reported AES transactions were equity grants and tax-related withholdings, not open-market trades. Rubiolo received RSU and PSU awards at no purchase price, while shares were disposed of automatically to cover tax liabilities arising from the vesting and settlement of previously granted performance and restricted stock units.

How many AES (AES) shares does Juan Ignacio Rubiolo own after these Form 4 transactions?

After the reported transactions, Juan Ignacio Rubiolo directly owned 233,268 shares of AES common stock. This balance reflects the new RSU and PSU share issuances reported on February 20, 2026, net of automatic share withholding used to pay tax obligations associated with vesting equity awards.

What are the vesting terms of Juan Ignacio Rubiolo’s new AES (AES) RSU award?

The new Restricted Stock Unit award will generally vest in three annual installments. Vesting dates are February 20, 2027, February 20, 2028, and February 20, 2029, and vesting is subject to Rubiolo’s continued employment with AES and the specific terms and conditions of the equity award agreement.

What performance period applies to Juan Ignacio Rubiolo’s AES (AES) PSUs mentioned in the filing?

The Performance Stock Unit award was originally granted on February 24, 2023 under AES’s 2003 Long Term Compensation Plan. It carried a three-year performance period, after which the AES Board approved the performance value on February 20, 2026, determining the number of PSUs earned and settled in common shares.

Why were some AES (AES) shares disposed of in Juan Ignacio Rubiolo’s Form 4?

The share dispositions reflect automatic tax withholding, not discretionary selling. Shares were withheld to satisfy tax liabilities triggered by the vesting and settlement of PSUs granted February 24, 2023, and one-third portions of RSUs granted on February 22, 2024 and February 21, 2025, respectively.