AES (NYSE: AES) CFO reports new stock awards and tax withholding

Rhea-AI Filing Summary

AES CORP Executive Vice President and CFO Stephen Coughlin reported equity compensation activity in AES common stock. On February 20, 2026, he acquired 40,461 shares and 36,074 shares at no cost through stock awards, increasing his direct holdings to 243,998 shares at that point.

On the same date, a total of 27,180 shares were disposed of at $16.51 per share through automatic tax withholding tied to the vesting and settlement of previously granted performance stock units and restricted stock units. After these tax-withholding dispositions, Coughlin directly held 216,818 AES 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^*

Coughlin Stephen

(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 CFO

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		40,461(1)	A	$0	207,924	D
Common Stock	02/20/2026		A		36,074(2)	A	$0	243,998	D
Common Stock	02/20/2026		F		15,425(3)	D	$16.51	228,573	D
Common Stock	02/20/2026		F		4,682(4)	D	$16.51	223,891	D
Common Stock	02/20/2026		F		7,073(5)	D	$16.51	216,818	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.

Remarks:

Exhibit 24.1 Power of Attorney

	/s/ Jennifer V. 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.
* 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).
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FAQ

What insider transactions did AES (AES) CFO Stephen Coughlin report?

Stephen Coughlin reported equity compensation activity involving AES common stock. He received two share grants totaling 76,535 shares and had 27,180 shares withheld to cover taxes related to vesting stock awards, ending with 216,818 directly held shares.

Were Stephen Coughlin’s AES (AES) transactions open-market buys or sales?

The reported transactions were not open-market buys or sales. They consisted of stock awards granted at no cost and automatic share withholding at $16.51 per share to satisfy tax obligations upon vesting of prior equity awards.

How many AES (AES) shares did the CFO acquire in equity awards?

Stephen Coughlin acquired 40,461 AES common shares and 36,074 AES common shares through equity awards. These awards were tied to restricted stock units and performance stock units, each entitling the holder to one share of AES common stock upon vesting or earning.

How many AES (AES) shares were withheld for Stephen Coughlin’s taxes?

A total of 27,180 AES shares were withheld for taxes. This included 15,425, 4,682, and 7,073 shares, all valued at $16.51 per share, connected to the vesting and settlement of prior restricted stock unit and performance stock unit grants.

What is Stephen Coughlin’s direct AES (AES) shareholding after these transactions?

Following the reported equity awards and tax-withholding dispositions, Stephen Coughlin directly held 216,818 AES common shares. This figure reflects his position after both the new grants and the automatic share withholding for associated tax liabilities.