Applied Industrial (AIT) insider filing: equity awards, tax-withheld shares reported

Rhea-AI Filing Summary

Applied Industrial Technologies reporting person Neil A. Schrimsher completed several equity-based awards and related tax withholding on 08/12/2025. The filing shows grant and vesting activity: 3,922 restricted stock units that vest in three years, 14,399 performance shares banked for the 2025 performance cycle that vest at the end of a three-year program, and 12,062 stock-only stock appreciation rights granted with a $270.68 strike price and an exercisability schedule beginning 08/12/2026 and expiring 08/12/2035.

The registrant withheld 12,303 shares to satisfy tax obligations upon vesting of performance shares. Reported beneficial ownership following the transactions shows common stock holdings of 176,406 shares (direct) and 436.903 shares held indirectly through a Retirement Savings Plan.

Positive

• Material retention and performance incentives granted: RSUs, performance shares, and SARs align executive pay with long-term performance
• No open-market sales reported; shares withheld were used solely for tax withholding on vested performance shares
• SARs exercisability schedule encourages multi-year alignment (25% annual increments starting one year after grant)

Negative

• Tax withholding reduced direct holdings by 12,303 shares, lowering immediate beneficial ownership
• SAR strike price of $270.68 requires the stock to appreciate above that level before intrinsic value accrues

Insights

Corporate Governance Expert

TL;DR: Routine executive equity compensation and tax withholding; no unusual insider disposal or cash sale reported.

The Form 4 documents standard long-term incentive compensation for the CEO combining time-based restricted stock units, performance-based shares, and stock appreciation rights. The withholding of 12,303 shares to meet tax obligations is an administrative action tied to vesting rather than an open-market sale. These entries are typical corporate governance practices for senior executives and do not indicate change in control, related-party transactions, or extraordinary dilutive actions.

Compensation Analyst

TL;DR: Mix of RSUs, performance shares and SARs aligns pay with multi-year performance and retention objectives.

The award mix—3,922 time-vested RSUs, 14,399 performance shares banked for a three-year cycle, and 12,062 SARs with a $270.68 strike—reflects a typical executive compensation structure emphasizing retention and performance-based pay. The SARs exercisability schedule (25% annual increments after one year) links realized value to sustained stock performance. Withheld shares to satisfy taxes reduce immediate share count but are common and do not represent a cash liquidity event from the executive.

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
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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^*

Schrimsher Neil A

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President and CEO

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		3,922(1)	A	$0	174,310	D
Common Stock	08/12/2025		A		14,399(2)	A	$0	188,709	D
Common Stock	08/12/2025		F		12,303(3)	D	$270.68	176,406	D
Common Stock								436.903	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		12,062		08/12/2026(4)	08/12/2035	Common Stock	12,062	$0	12,062	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 Neil A. Schrimsher	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 Neil A. Schrimsher report on AIT Form 4?

The Form 4 reports acquisition of 3,922 restricted stock units, 14,399 performance shares banked for 2025, grant of 12,062 stock appreciation rights, and withholding of 12,303 shares for taxes.

When were the reported transactions dated for AIT insider activity?

All reported transactions occurred on 08/12/2025 and the Form 4 was signed on 08/14/2025 by POA Patricia A. Comai.

How many shares does Schrimsher beneficially own after the transactions?

The filing shows 176,406 shares beneficially owned directly after the reported transactions and 436.903 shares indirectly via a Retirement Savings Plan.

What is the exercise price and term of the reported SARs?

The stock appreciation rights carry an exercise/strike price of $270.68, become exercisable in annual 25% increments beginning 08/12/2026, and expire on 08/12/2035.

Were any shares sold open-market by the reporting person?

No open-market sales are reported; the only disposition listed is 12,303 shares withheld by the registrant to satisfy tax withholding obligations related to vesting.