AAR CORP (NYSE: AIR) CEO sells 26,749 shares after option exercises

Rhea-AI Filing Summary

AAR CORP Chairman, President & CEO John McClain Holmes III reported option exercises and related stock sales. On January 13, 2026, he exercised stock options for 16,802 shares of common stock at an exercise price of $48.09 per share and sold 16,802 shares at a weighted average price of $98.9251 per share. On January 14, 2026, he exercised additional options for 3,947 shares at $48.09 and 6,000 shares at $37.66, then sold 3,947 shares and 6,000 shares at a weighted average price of $99.407 per share.

After these transactions, Holmes directly owned 237,064 shares of AAR CORP common stock and held 72,225 stock options as reported.

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)
01/13/2026

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	01/13/2026		M		16,802	A	$48.09	253,866	D
Common Stock	01/13/2026		S		16,802	D	$98.9251(1)	237,064	D
Common Stock	01/14/2026		M		3,947	A	$48.09	241,011	D
Common Stock	01/14/2026		S		3,947	D	$99.407(2)	237,064	D
Common Stock	01/14/2026		M		6,000	A	$37.66	243,064	D
Common Stock	01/14/2026		S		6,000	D	$99.407(2)	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	01/13/2026		M			16,802	07/31/2019	07/09/2028	Common Stock	16,802	$0	3,947	D
Stock Option	$48.09	01/14/2026		M			3,947	07/31/2019	07/09/2028	Common Stock	3,947	$0	0	D
Stock Option	$37.66	01/14/2026		M			6,000	07/31/2020	07/08/2029	Common Stock	6,000	$0	72,225	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 $98.5000 to $99.4450 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.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $99.00 to $100.22 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	01/15/2026
	** 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 activity did AAR CORP (AIR) report in this Form 4?

The filing reports that John McClain Holmes III, AAR CORP's Chairman, President & CEO, exercised stock options and sold the resulting common shares on January 13–14, 2026.

How many AAR CORP (AIR) shares did the CEO sell in this transaction?

The CEO sold 16,802 shares of common stock on January 13, 2026 at a weighted average price of $98.9251 per share and 3,947 shares plus 6,000 shares on January 14, 2026 at a weighted average price of $99.407 per share.

What stock options did the AAR CORP (AIR) CEO exercise?

Holmes exercised options for 16,802 shares and 3,947 shares of common stock with an exercise price of $48.09 per share, and options for 6,000 shares with an exercise price of $37.66 per share.

What are the CEO's AAR CORP (AIR) holdings after these trades?

Following the reported transactions, the CEO directly owned 237,064 shares of AAR CORP common stock and 72,225 stock options, as disclosed.

How were the AAR CORP (AIR) share sale prices determined in the Form 4?

The reported sale prices of $98.9251 and $99.407 per share are weighted average prices for multiple trades within price ranges described in the footnotes.

What role does John McClain Holmes III hold at AAR CORP (AIR)?

John McClain Holmes III is reported as a Director and an Officer, serving as Chairman, President & CEO of AAR CORP.