Oshkosh (NYSE: OSK) SVP exercises stock units and withholds shares for taxes

Rhea-AI Filing Summary

Oshkosh Corp SVP/Chief Information Officer Anupam Khare reported a series of equity award transactions dated February 20, 2026. He acquired common shares through exercises or conversions of restricted stock units and performance share awards under the 2024 Incentive Stock and Awards Plan, with several related share dispositions used to satisfy tax withholding obligations. Footnotes note ROIC-based and TSR-based performance shares for the period from January 1, 2023 through December 31, 2025, and confirm each restricted stock unit equals one share of common stock.

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^*

Khare Anupam

(Last) (First) (Middle)

C/O OSHKOSH CORPORATION

1917 FOUR WHEEL DRIVE

(Street)

OSHKOSH WI 54902

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
OSHKOSH CORP [ OSK ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP/Chief Information Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/20/2026

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	02/20/2026		M		1,720	A	$175.52(1)	16,569.195	D
Common Stock	02/20/2026		F		840	D	$175.52	15,729.195	D
Common Stock	02/20/2026		M		2,284	A	$175.52(2)	18,013.195	D
Common Stock	02/20/2026		F		1,074	D	$175.52	16,939.195	D
Common Stock	02/20/2026		M		1,152.189	A	$175.52(3)	18,091.384	D
Common Stock	02/20/2026		F		515	D	$175.52	17,576.384	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
Restricted Stock Units	(3)	02/20/2026		M			1,152.189	02/20/2026	(4)	Common Stock	1,152.189	$0	0	D

Explanation of Responses:

1. Shares issued pursuant to the ROIC-based Performance Shares granted under the Company's 2024 Incentive Stock and Awards Plan for the performance period January 1, 2023 through December 31, 2025.

2. Shares issued pursuant to the TSR-based Performance Shares granted under the Company's 2024 Incentive Stock and Awards Plan for the performance period January 1, 2023 through December 31, 2025.

3. Each Restricted Stock Unit represents a contingent right to receive one share of OSK common stock.

4. Restricted Stock Unit Award vests in one-third (1/3) annual increments commencing on 2/20/2023.

	Ignacio A. Cortina, for Anupam Khare	02/23/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider activity did OSHKOSH CORP (OSK) report for Anupam Khare?

OSHKOSH CORP reported that SVP/Chief Information Officer Anupam Khare exercised equity awards and had related tax-withholding dispositions on February 20, 2026. The transactions involved both acquiring common stock from awards and delivering shares to cover associated tax obligations.

Which types of securities were involved in Anupam Khare’s Form 4 for OSK?

The Form 4 shows activity in Restricted Stock Units and Common Stock. Restricted Stock Units converted into common shares, and those common shares were partly retained and partly disposed of to satisfy tax liabilities linked to the award exercises.

How were taxes handled in Anupam Khare’s OSK equity transactions?

Some common shares were reported with transaction code F, described as payment of tax liability by delivering securities. This indicates a portion of the shares received from award exercises was withheld or delivered specifically to cover related tax obligations.

What plan governed the equity awards in this OSK Form 4 filing?

The equity awards were issued under Oshkosh’s 2024 Incentive Stock and Awards Plan. Footnotes describe ROIC-based and TSR-based performance shares granted for the performance period from January 1, 2023 through December 31, 2025, which resulted in common share issuance.

What does each Restricted Stock Unit represent in the OSK filing?

Footnotes state that each Restricted Stock Unit represents a contingent right to receive one share of Oshkosh common stock. As RSUs vest and are settled, they convert on a one-for-one basis into common shares registered in the reporting person’s direct ownership.

How do the vesting terms for OSK restricted stock units work in this case?

The filing notes that the Restricted Stock Unit award vests in one-third annual increments, commencing on February 20, 2023. This means the grant becomes deliverable over three years, with one-third of the units vesting each year after that start date.