Applied Industrial (AIT) Insider: 593 RSUs, 1,840 Performance Shares, SAR Exercise

Rhea-AI Filing Summary

Applied Industrial Technologies (AIT) insider activity: Kurt W. Loring, VP-Chief HR Officer and a director, reported multiple equity transactions dated 08/12/2025. He received 593 restricted stock units that vest in three years and 1,840 performance shares banked for 2025 performance that vest at the end of a three-year program; both awards will be settled in common stock and were reported at $0 price (grants). He also exercised 1,207 shares via stock-only stock appreciation rights at an exercise price of $270.68, resulting in 1,825 SAR-related shares outstanding. After the transactions, Mr. Loring beneficially owned 20,176 common shares directly and 33.321 shares indirectly through a Retirement Savings Plan.

Positive

• Long-term alignment: Grants include 593 RSUs and 1,840 performance shares with multi-year vesting, which align executive incentives with long-term shareholder value
• Structured retention: SARs vesting in annual 25% increments promote multi-year retention

Negative

• Share dilution potential: New RSUs and performance shares will settle in common stock upon vesting, increasing potential share count
• Tax withholding reduces reported holdings: 1,207 shares were withheld to satisfy tax obligations on vesting, lowering the reporting person’s net shares

Insights

Financial Analyst

TL;DR: Insider received time- and performance-based equity and exercised SARs; activity is routine compensation alignment rather than a directional trade.

The filings show grants of restricted stock units and performance shares that vest over three years, which aligns executive incentives with long-term shareholder value. The exercise of stock appreciation rights at $270.68 converted vested rights into 1,207 shares (reported as a disposition) while leaving 1,825 SAR-related shares outstanding. The transactions do not indicate open-market purchases or large-scale sales; they primarily reflect compensation settlement and tax withholding. For valuation context, the exercise price is stated but no market price or proceeds are provided in the Form 4.

Corporate Governance Expert

TL;DR: Equity awards and SAR exercise are standard executive compensation events with governance-consistent vesting schedules.

Restricted stock units vesting three years post-grant and performance shares vesting at the end of a three-year cycle indicate multi-year retention incentives. The SARs vest in 25% annual increments beginning one year after grant, a common structure to promote retention. The use of withheld shares to satisfy tax obligations is routine and reduces net share issuance. There is no indication of atypical acceleration or related-party transactions in the disclosed items.

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^*

Loring Kurt W.

(Last) (First) (Middle)

ONE APPLIED PLAZA

(Street)

CLEVELAND OH 44115

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
APPLIED INDUSTRIAL TECHNOLOGIES INC [ AIT ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	VP-Chief HR Officer

3. Date of Earliest Transaction (Month/Day/Year)
08/12/2025

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	08/12/2025		A		593(1)	A	$0	19,543	D
Common Stock	08/12/2025		A		1,840(2)	A	$0	21,383	D
Common Stock	08/12/2025		F		1,207(3)	D	$270.68	20,176	D
Common Stock								33.321	I	Retirement Savings Plan

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 Appreciation Rights	$270.68	08/12/2025		A		1,825		08/12/2026(4)	08/12/2035	Common Stock	1,825	$0	1,825	D

Explanation of Responses:

1. Restricted stock units that vest three years from the date of grant and are settled in shares of Applied common stock.

2. 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.

3. Shares withheld by Registrant to satisfy tax withholding obligations on vesting of performance shares.

4. Stock-only stock appreciation rights which become exercisable in annual increments of 25% commencing one year after the date of grant.

Remarks:

	/s/ Patricia A. Comai POA for Kurt Loring	08/14/2025
	** 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.

FAQ

What transactions did Kurt W. Loring report on the AIT Form 4 dated 08/12/2025?

The Form 4 reports grants of 593 restricted stock units and 1,840 performance shares (both settle in common stock), the exercise/disposition of 1,207 shares related to SARs at $270.68, and an outstanding SAR-related position of 1,825 shares.

How do the awarded RSUs and performance shares vest?

The 593 restricted stock units vest three years from grant; the 1,840 performance shares vest at the end of a three-year performance program, per the Form 4 explanations.

Did the Form 4 disclose any open-market purchases or sales by the reporting person?

No open-market purchases or routine sales are reported; the transactions are grant awards, an SAR exercise, and shares withheld for tax withholding.

What is the exercise price and vesting schedule for the stock appreciation rights (SARs)?

The SARs have an exercise price of $270.68, become exercisable in annual increments of 25% beginning one year after grant, and expire on 08/12/2035.

How many shares does Mr. Loring beneficially own after these transactions?

After the reported transactions, Mr. Loring beneficially owned 20,176 common shares directly and held an indirect interest of 33.321 shares through a Retirement Savings Plan, as reported.