AAR (NYSE: AIR) CEO sells 30K shares after exercising stock options

Rhea-AI Filing Summary

AAR CORP Chairman, President & CEO John McClain Holmes III reported an option exercise and share sale in AAR CORP (AIR). On 01/12/2026, he exercised 30,000 stock options at an exercise price of $48.09 per share, receiving 30,000 shares of common stock. That same day, he sold 30,000 shares of common stock at a weighted average price of $97.501 per share, with individual trade prices ranging from $96.9202 to $97.9450. Following these transactions, he directly owned 237,064 shares of common stock and 20,749 stock options.

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^*

Holmes John McClain III

(Last) (First) (Middle)

1100 N. WOOD DALE ROAD

(Street)

WOOD DALE IL 60191

(City) (State) (Zip)

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

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chairman, President & CEO

3. Date of Earliest Transaction (Month/Day/Year)
01/12/2026

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	01/12/2026		M		30,000	A	$48.09	267,064	D
Common Stock	01/12/2026		S		30,000	D	$97.501(1)	237,064	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
Stock Option	$48.09	01/12/2026		M			30,000	07/31/2019	07/09/2028	Common Stock	30,000	$0	20,749	D

Explanation of Responses:

1. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $96.9202 to $97.9450 inclusive. The reporting person undertakes to provide AAR CORP., any security holder of AAR CORP., or the staff of the Securities and Exchange Commission upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

	/s/ Katherine Kwiat, power of attorney	01/13/2026
	** 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.
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FAQ

What insider transactions did AAR CORP (AIR) report for John McClain Holmes III?

On 01/12/2026, John McClain Holmes III, AAR CORP's Chairman, President & CEO, exercised 30,000 stock options and sold 30,000 shares of common stock.

What prices were involved in the AAR (AIR) CEO's Form 4 transactions?

The options had an exercise price of $48.09 per share, and the 30,000 shares sold had a weighted average sale price of $97.501 per share, with trade prices from $96.9202 to $97.9450.

How many AAR CORP (AIR) shares does the CEO own after these transactions?

After the reported transactions, the CEO directly owned 237,064 shares of AAR CORP common stock.

How many AAR CORP (AIR) stock options remain after the CEO's exercise?

Following the 30,000 stock option exercise, 20,749 stock options remained beneficially owned directly.

What does the weighted average price mean in this AAR (AIR) Form 4 filing?

The filing states the sale price of $97.501 per share is a weighted average, with the 30,000 shares sold in multiple trades between $96.9202 and $97.9450. Full trade details are available on request from AAR CORP or the reporting person.

What is John McClain Holmes III's role at AAR CORP (AIR)?

The reporting person, John McClain Holmes III, is identified as a Director and Officer, serving as Chairman, President & CEO of AAR CORP.