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AeroVironment (AVAV) executive reports PRSU vesting and tax-share withholding

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

AeroVironment Inc President, Autonomous Systems Trace E. Stevenson reported equity compensation activity involving Performance Restricted Stock Units (PRSUs). On 2026-06-29, PRSUs converted into 4,765 shares of common stock at a conversion price of $0.00 per share, as described in the footnotes.

To cover tax withholding tied to this vesting, 1,710 shares of common stock were disposed of through a net share settlement at $139.00 per share, which is characterized as a tax-withholding disposition rather than an open-market sale. Following these transactions, Stevenson directly holds 7,962 shares of AeroVironment common stock.

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Insider Stevenson Trace E
Role President, Autonomous Systems
Type Security Shares Price Value
Exercise Performance Restricted Stock Awards 1,906 $0.00 --
Exercise Common Stock 4,765 $0.00 --
Tax Withholding Common Stock 1,710 $139.00 $238K
Holdings After Transaction: Performance Restricted Stock Awards — 0 shares (Direct, null); Common Stock — 9,672 shares (Direct, null)
Footnotes (1)
  1. Each Performance Restricted Stock Unit (PRSU) represents the contingent right to receive, following vesting, shares of the issuer's common stock. The resulting number of shares of the issuer's common stock acquired upon vesting of the PRSUs is contingent upon the achievement of pre-established performance metrics, as approved by the Company's Compensation Committee, over a three-year performance period beginning on May 1, 2023 and ending on April 30, 2026. The target number of units subject to the award is presented in the table. The number of units that vest may be 0% to 250% of the target number of units, depending on performance. Disposition made pursuant to a net settlement whereby shares of stock were tendered to satisfy tax withholding obligations arising in the conjunction with the vesting of previously issued Performance Restricted Stock Units. Unless earlier forfeited under the terms of the PRSU, each PRSU vests and converts into shares of the issuer's common stock upon certification by the Company's Compensation Committee of the achievement of the performance metrics of the PRSUs (the "Certification Date"). Upon conversion of the PRSUs, the Reporting Person received 4,765 shares of common stock.
Tax-withheld shares 1,710 shares at $139.00 Shares disposed to satisfy tax withholding obligations
Shares from PRSU conversion 4,765 shares Common stock received upon PRSU conversion at $0.00
Post-transaction holdings 7,962 shares Common stock directly owned after tax-withholding disposition
PRSUs exercised 1,906 units Performance Restricted Stock Awards converted on June 29, 2026
Performance Restricted Stock Unit (PRSU) financial
"Each Performance Restricted Stock Unit (PRSU) represents the contingent right to receive, following vesting, shares of the issuer's common stock."
pre-established performance metrics financial
"The resulting number of shares ... is contingent upon the achievement of pre-established performance metrics, as approved by the Company's Compensation Committee."
net settlement financial
"Disposition made pursuant to a net settlement whereby shares of stock were tendered to satisfy tax withholding obligations."
tax withholding obligations financial
"shares of stock were tendered to satisfy tax withholding obligations arising in the conjunction with the vesting of previously issued Performance Restricted Stock Units."
Certification Date financial
"each PRSU vests and converts into shares ... upon certification by the Company's Compensation Committee of the achievement of the performance metrics of the PRSUs (the "Certification Date")."
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SEC Form 4
FORM 4UNITED 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*
Stevenson Trace E

(Last)(First)(Middle)
241 18TH STREET SOUTH
SUITE #650

(Street)
ARLINGTON VIRGINIA 22202

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
AeroVironment Inc [ AVAV ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
President, Autonomous Systems
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/29/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock06/29/2026M4,765A$0(1)9,672D
Common Stock06/29/2026F1,710(2)D$1397,962D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Performance Restricted Stock Awards$006/29/2026M1,906(1)06/29/2026(3)06/29/2026(3)Common Stock1,906(4)$00D
Explanation of Responses:
1. Each Performance Restricted Stock Unit (PRSU) represents the contingent right to receive, following vesting, shares of the issuer's common stock. The resulting number of shares of the issuer's common stock acquired upon vesting of the PRSUs is contingent upon the achievement of pre-established performance metrics, as approved by the Company's Compensation Committee, over a three-year performance period beginning on May 1, 2023 and ending on April 30, 2026. The target number of units subject to the award is presented in the table. The number of units that vest may be 0% to 250% of the target number of units, depending on performance.
2. Disposition made pursuant to a net settlement whereby shares of stock were tendered to satisfy tax withholding obligations arising in the conjunction with the vesting of previously issued Performance Restricted Stock Units.
3. Unless earlier forfeited under the terms of the PRSU, each PRSU vests and converts into shares of the issuer's common stock upon certification by the Company's Compensation Committee of the achievement of the performance metrics of the PRSUs (the "Certification Date").
4. Upon conversion of the PRSUs, the Reporting Person received 4,765 shares of common stock.
Colby Petersen, attorney-in-fact06/30/2026
** Signature of Reporting PersonDate
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)

FAQ

What insider transaction did AeroVironment (AVAV) report for Trace E. Stevenson?

AeroVironment reported that executive Trace E. Stevenson had Performance Restricted Stock Units vest into 4,765 common shares, with 1,710 shares withheld to satisfy tax obligations. These actions reflect equity compensation vesting rather than an open-market stock purchase or sale.

How many AeroVironment (AVAV) shares were withheld for taxes in this Form 4?

The filing shows 1,710 AeroVironment common shares were disposed of at $139.00 per share to cover tax withholding. This net settlement occurred in conjunction with the vesting of previously issued Performance Restricted Stock Units, according to the footnote description.

How many AeroVironment (AVAV) shares did the executive receive from PRSU vesting?

Upon conversion of Performance Restricted Stock Units, Trace E. Stevenson received 4,765 shares of AeroVironment common stock at a conversion price of $0.00. This reflects equity awards vesting based on pre-established performance metrics over a defined three-year performance period.

What is Trace E. Stevenson’s AeroVironment (AVAV) share ownership after these transactions?

After the reported transactions, Trace E. Stevenson directly holds 7,962 shares of AeroVironment common stock. This figure is disclosed in the Form 4 table as the total number of shares owned following the tax-withholding disposition on June 29, 2026.

Are the AeroVironment (AVAV) Form 4 transactions open-market trades?

The transactions are not open-market trades. They involve the vesting and conversion of Performance Restricted Stock Units and a related net share settlement to satisfy tax withholding, characterized as a tax-withholding disposition rather than a voluntary market purchase or sale.