AAR director receives 1,364-share restricted stock award

AAR CORP director Peter Pace received a grant of company stock as part of his compensation.

Rhea-AI Filing Summary

AAR CORP director Peter Pace received a grant of company stock as part of his compensation. On this Form 4, he acquired 1,364 shares of AAR CORP common stock at no cash cost to him, described as an award of restricted stock under a Restricted Stock Agreement exempt under Rule 16b-3.

After this equity award, Pace directly holds 25,485 shares of AAR CORP common stock. This is a routine compensation-related stock grant rather than an open-market purchase or sale, so it does not reflect a discretionary trading decision.

Insights

Equity compensation analyst

Director received a routine restricted stock grant, not a market trade.

The Form 4 shows director Peter Pace acquiring 1,364 shares of AAR CORP common stock via a stock award at a reported price of $0.0000 per share. A footnote clarifies this is an award of restricted stock under a Restricted Stock Agreement, exempt under Rule 16b-3.

This means the shares were granted as compensation, not bought in the open market, so it carries weaker signaling value about the director’s view of the stock. Following the grant, he directly owns 25,485 shares, indicating a continuing equity stake aligned with shareholders.

Insider Trade Summary

Grant/Award: 1,364 shares

Grant/Award 1 txn

Insider PACE PETER

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	1,364	$0.00	$0.00

Holdings After Transaction: Common Stock — 25,485 shares (Direct)

Footnotes (1)

1. F1. Award of stock pursuant to a Restricted Stock Agreement in a transaction exempt under Rule 16b-3.

Key Figures

Restricted shares granted: 1,364 shares Grant price per share: $0.0000 per share Shares held after transaction: 25,485 shares

3 metrics

Restricted shares granted 1,364 shares Common Stock award on 2026-06-01

Grant price per share $0.0000 per share Reported transaction price for award

Shares held after transaction 25,485 shares Total direct holdings following the award

Key Terms

Restricted Stock Agreement, Rule 16b-3, Grant, award, or other acquisition

3 terms

Restricted Stock Agreement financial

"Award of stock pursuant to a Restricted Stock Agreement in a transaction exempt under Rule 16b-3."

Rule 16b-3 regulatory

"Award of stock pursuant to a Restricted Stock Agreement in a transaction exempt under Rule 16b-3."

Rule 16b-3 is a Securities and Exchange Commission regulation that exempts certain routine, pre-approved transactions by company insiders from automatic liability for short-term trading profits. It acts like a safe harbor: if an insider follows a formal plan or the board approves specific transactions in advance, profits from buying and selling company stock within six months are not automatically reclaimed. Investors care because the rule clarifies when insider trades are permissible and reduces uncertainty about potential clawbacks.

Grant, award, or other acquisition regulatory

"transaction_code_description": "Grant, award, or other acquisition""

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did AAR CORP (AIR) director Peter Pace report on this Form 4?

Peter Pace reported receiving 1,364 shares of AAR CORP common stock. The shares were granted as a restricted stock award under a Restricted Stock Agreement, rather than bought or sold in the open market, and increase his direct holdings to 25,485 shares.

Was the AAR CORP (AIR) transaction a stock purchase or sale by Peter Pace?

The transaction was neither a market purchase nor a sale. It was coded as a grant or award, meaning Pace acquired 1,364 restricted shares as compensation, with a reported price of $0.0000 per share, under an arrangement exempt from Section 16b-3 short-swing rules.

How many AAR CORP (AIR) shares does Peter Pace own after this award?

After receiving the 1,364-share restricted stock award, Peter Pace directly holds 25,485 shares of AAR CORP common stock. This total reflects his position following the reported transaction and shows his ongoing equity interest as a company director.

What does the Rule 16b-3 exemption mean in the AAR CORP (AIR) Form 4 filing?

The filing states the award is exempt under Rule 16b-3, which covers certain insider compensation transactions. This exemption typically applies to properly approved grants and means the restricted stock award is treated differently from open-market trading for short-swing profit rules.

Is the AAR CORP (AIR) Form 4 for Peter Pace a routine compensation event?

Yes. The filing describes the 1,364-share grant as an award of restricted stock under a Restricted Stock Agreement. Such Form 4 entries usually reflect standard director or executive equity compensation rather than discretionary buying or selling in the market.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 06/02/2026 - 05:32 PM EDT Learn about SEC filing dates

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^*

PACE PETER

(Last) (First) (Middle)

1100 N. WOOD DALE ROAD

(Street)

WOOD DALE ILLINOIS 60191

(City) (State) (Zip)

UNITED STATES

(Country)

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
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/01/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	06/01/2026		A		1,364(1)	A	$0	25,485	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. Award of stock pursuant to a Restricted Stock Agreement in a transaction exempt under Rule 16b-3.

	/s/ Katherine Kwiat, power of attorney	06/02/2026
	** 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.
* Form 4: SEC 1474 (03-26)