Oshkosh (OSK) SVP Verich exercises RSUs, covers taxes with shares

Rhea-AI Filing Summary

Oshkosh Corp SVP Finance & Treasurer John S. Verich reported equity award activity and related share movements. On February 17, 2026, he exercised 1,116.222 Restricted Stock Units, receiving the same number of common shares at a stated price of $168.47 per share, increasing his common stock holdings to 7,018.231 shares before tax withholding. To satisfy tax obligations, 563 common shares were disposed of at $168.47 per share, leaving 6,455.231 common shares directly owned afterward.

Following the RSU exercise, he held 2,232.444 Restricted Stock Units. On February 16, 2026, he was also granted a new award of 2,192 Restricted Stock Units under the company’s stock plan. The award vests in one-third annual increments starting on February 16, 2027, and related RSU awards vest in one-third annual increments commencing on February 17, 2026, each unit representing a contingent right to one share of Oshkosh 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

OMB APPROVAL

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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^*

Verich John S

(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, Finance & Treasurer

3. Date of Earliest Transaction (Month/Day/Year)
02/16/2026

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	02/17/2026		M		1,116.222	A	$168.47(1)	7,018.231(2)	D
Common Stock	02/17/2026		F		563	D	$168.47	6,455.231	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)	02/16/2026		A		2,192		(4)	(4)	Common Stock	2,192	$0	2,192	D
Restricted Stock Units	(1)	02/17/2026		M			1,116.222	(5)	(5)	Common Stock	1,116.222	$0	2,232.444	D

Explanation of Responses:

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

2. The amount beneficially owned includes shares acquired pursuant to dividends and dividend reinvestments in exempt transactions not required to be reported pursuant to Section 16(a).

3. Restricted Stock Unit Award granted pursuant to the Company's Stock Plan.

4. Restricted Stock Unit Award vests in one-third (1/3) annual increments commencing on 2/16/2027.

5. Restricted Stock Unit Award vests in one-third (1/3) annual increments commencing on 2/17/2026.

	Ignacio A. Cortina, for John S. Verich	02/18/2026
	** 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 did Oshkosh (OSK) executive John S. Verich report in this Form 4?

John S. Verich reported exercising Restricted Stock Units into 1,116.222 Oshkosh common shares, disposing of 563 shares to cover taxes, and receiving a new grant of 2,192 Restricted Stock Units that vest over time, all held as direct ownership.

How many Oshkosh (OSK) common shares does John S. Verich own after these transactions?

After the reported transactions, John S. Verich directly owns 6,455.231 Oshkosh common shares. This reflects RSU exercises adding 1,116.222 shares and a tax-withholding disposition of 563 shares, as disclosed in the filing’s post-transaction ownership figures.

What new Restricted Stock Unit award did Oshkosh (OSK) grant to John S. Verich?

Oshkosh granted John S. Verich 2,192 Restricted Stock Units on February 16, 2026. Each unit represents a contingent right to one common share and was issued under the company’s stock plan according to the equity award terms described.

When do John S. Verich’s Oshkosh (OSK) Restricted Stock Units vest?

The new 2,192-Unit RSU award vests in one-third annual increments starting February 16, 2027. Other RSU awards referenced vest in one-third annual increments commencing February 17, 2026, providing staggered vesting over multiple years.

What is the nature of the share disposition reported by Oshkosh (OSK) executive John S. Verich?

The filing shows a disposition of 563 Oshkosh common shares coded “F,” meaning shares were delivered to satisfy exercise price or tax liabilities. This indicates tax-withholding related to equity compensation, not an open-market sale transaction.

How many Restricted Stock Units in Oshkosh (OSK) does John S. Verich hold after these transactions?

Following the reported RSU exercise and the new grant, John S. Verich holds 2,232.444 Restricted Stock Units. These units, together with his common shares, represent his direct equity-based interest in Oshkosh under the company’s stock plans.