Applied Industrial (AIT) Form 4: Hoffner granted RSUs, performance shares and SARs
Rhea-AI Filing Summary
Warren E. Hoffner III, Vice President and General Manager—Fluid Power at Applied Industrial Technologies, reported multiple equity awards and a withholding transaction on 08/12/2025. The Form 4 shows 515 restricted stock units granted (vesting in three years) and 1,722 performance shares banked from 2025 performance (vesting at the end of a three-year program), both to be settled in Applied common stock. The filing also reports 927 shares withheld to satisfy tax withholding on vested performance shares at a price of $270.68, leaving beneficial ownership counts shown as 56,751 shares after the transactions. The report also records 1,582 stock appreciation rights granted on 08/12/2025 exercisable in annual 25% increments beginning 08/12/2026 and expiring 08/12/2035, and an indirect interest of 452.234 shares through a Retirement Savings Plan. The form was signed by a POA on 08/14/2025.
Positive
- Time-vested RSUs (515) that promote retention by vesting three years from grant
- Performance shares (1,722) tied to a three-year performance cycle, aligning pay with long-term results
- Stock appreciation rights (1,582) with long-term expirations (08/12/2035) create upside incentive
Negative
- Shares withheld (927) to satisfy tax obligations reduced immediate reported beneficial ownership
- No disclosure in this form of any sale for diversification or liquidity beyond tax withholding
Insights
TL;DR: Routine executive equity grants and tax-withholding; no unusual trading or large sale reported.
The filing documents time-based restricted stock units and performance-based shares awarded to an officer, plus share withholding to cover taxes on vested performance shares. The grants increase potential long-term alignment with shareholders because the restricted stock units vest in three years and performance shares vest at the end of a three-year performance period. The reported withholding of 927 shares at $270.68 reduces immediate beneficial ownership but is a standard practice to satisfy tax obligations. The 1,582 stock appreciation rights add long-duration upside tied to stock performance, exercisable beginning one year from grant in annual increments. Overall this is a routine equity-compensation disclosure without an indicated transfer of economic control.
TL;DR: Compensation-driven equity activity consistent with standard governance and executive incentive design.
The components disclosed—time-vested restricted stock units, performance shares settled in common stock, tax-withholding via share retention, and long-dated stock appreciation rights—are common elements of executive pay programs intended to retain management and link pay to multi-year performance. The filing identifies the holder as an officer and shows both direct and indirect ownership (including 452.234 shares in a Retirement Savings Plan). There is no indication of sales for personal liquidity beyond tax withholding, and the transactions appear to follow plan mechanics documented in the company’s compensation program.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | Stock Appreciation Rights | 1,582 | $0.00 | -- |
| Grant/Award | Common Stock | 515 | $0.00 | -- |
| Grant/Award | Common Stock | 1,722 | $0.00 | -- |
| Tax Withholding | Common Stock | 927 | $270.68 | $251K |
| holding | Common Stock | -- | -- | -- |
Footnotes (1)
- Restricted stock units that vest three years from the date of grant and are settled in shares of Applied common stock. Performance shares "banked" as a result of 2025 performance. Performance shares vest at end of three-year program and are settled in shares of Applied common stock. Shares withheld by Registrant to satisfy tax withholding obligations on vesting of performance shares. Stock-only stock appreciation rights which become exercisable in annual increments of 25% commencing one year after the date of grant.
