AES (AES) EVP Ricardo Falu granted stock awards and has shares withheld for taxes

Rhea-AI Filing Summary

AES CORP executive Ricardo Manuel Falu reported equity compensation and related tax withholding transactions in company common stock. On February 20, 2026, he received two stock awards totaling 148,259 shares at no cost, described as grants or awards of common stock.

One award reflects Restricted Stock Units under The AES Corporation 2025 Equity and Incentive Compensation Plan that generally vest in three annual installments on February 20, 2027, 2028, and 2029, with each RSU convertible into one common share. A separate Performance Stock Unit award, originally granted on February 24, 2023 under the 2003 Long Term Compensation Plan, settled into common shares after a three-year performance period, with performance approved on February 20, 2026.

On the same date, three dispositions totaling 19,869 shares at a price of $16.51 per share were reported as automatic tax withholding in connection with PSU and RSU vesting and settlement. After these transactions, Falu directly owned 236,581 shares of AES common stock.

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^*

Falu Ricardo Manuel

(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, COO, Pres. New Enrgy Tech

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		128,289(1)	A	$0	236,480	D
Common Stock	02/20/2026		A		19,970(2)	A	$0	256,450	D
Common Stock	02/20/2026		F		9,356(3)	D	$16.51	247,094	D
Common Stock	02/20/2026		F		4,187(4)	D	$16.51	242,907	D
Common Stock	02/20/2026		F		6,326(5)	D	$16.51	236,581	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.
* 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 did AES (AES) executive Ricardo Manuel Falu report in this Form 4?

Ricardo Manuel Falu reported equity compensation activity in AES common stock. He received stock awards totaling 148,259 shares at no cost, and had 19,869 shares withheld automatically to cover taxes tied to vesting and settlement of prior stock-based awards.

How many AES (AES) shares did Ricardo Manuel Falu receive as stock awards?

He received two stock awards totaling 148,259 AES common shares. One reflects a new Restricted Stock Unit grant, while another reflects earned Performance Stock Units that settled into shares after a three-year performance period and board approval of the performance value.

Why were some AES (AES) shares disposed of in Ricardo Manuel Falu’s Form 4?

Three dispositions totaling 19,869 AES shares were reported as automatic tax withholding. These transfers covered tax obligations arising from the vesting and settlement of Performance Stock Units and portions of earlier Restricted Stock Unit grants, rather than open-market sales.

What are the key terms of Ricardo Manuel Falu’s new AES (AES) RSU award?

The new Restricted Stock Unit award generally vests in three equal annual installments on February 20, 2027, 2028, and 2029. Each RSU converts into one share of AES common stock, contingent on his continued employment and the award’s terms and conditions.

How were AES (AES) Performance Stock Units handled in this Form 4 for Ricardo Manuel Falu?

The Performance Stock Units were granted on February 24, 2023 under a long-term plan. After a three-year performance period, the board approved the performance value on February 20, 2026, and each earned PSU converted into one AES common share reflected in this filing.

How many AES (AES) shares does Ricardo Manuel Falu own after these transactions?

Following the reported grants and tax-withholding dispositions, Ricardo Manuel Falu directly owned 236,581 shares of AES common stock. This figure reflects his updated direct ownership after all February 20, 2026 equity compensation and related tax withholding activity.