Oshkosh CEO reports RSU grant and share withholding

Oshkosh Corp President & CEO John C. Pfeifer reported several equity compensation transactions.

Rhea-AI Filing Summary

Oshkosh Corp President & CEO John C. Pfeifer reported several equity compensation transactions. On February 16, 2026, he received a grant of 29,957 Restricted Stock Units (RSUs) under the company’s stock plan, each representing one share of common stock and vesting in one-third annual increments starting February 16, 2027.

On February 17, 2026, he exercised 15,718.272 RSUs, converting them into the same number of common shares at a stated price of $168.47 per share, and his RSU balance from that award series was 31,437.559 units afterward. The filing also shows a tax-withholding disposition of 7,019 common shares at $168.47 per share, leaving him with 115,551.557 common shares held directly as of that date. Another RSU award vests in one-third annual increments starting February 17, 2026.

Insider Trade Summary

15,718.272 shares exercised/converted

Exercise 4 txns

Insider Pfeifer John C

Role President & CEO

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	15,718.272	$0.00	$0.00
Exercise	Common Stock	15,718.272	$168.47	$2.65M
Exercise Price or Tax Liability	Common Stock	7,019	$168.47	$1.18M
Grant/Award	Restricted Stock Units	29,957	$0.00	$0.00

Holdings After Transaction: Restricted Stock Units — 61,394.559 contracts (Direct); Common Stock — 115,551.557 shares (Direct)

Footnotes (5)

1. F1. Each Restricted Stock Unit represents a contingent right to receive one share of OSK common stock.
2. F2. 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. F3. Restricted Stock Unit Award granted pursuant to the Company's Stock Plan.
4. F4. Restricted Stock Unit Award vests in one-third (1/3) annual increments commencing on 2/16/2027.
5. F5. Restricted Stock Unit Award vests in one-third (1/3) annual increments commencing on 2/17/2026.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What equity awards did OSK CEO John C. Pfeifer receive in this Form 4?

John C. Pfeifer received a grant of 29,957 Restricted Stock Units (RSUs) on February 16, 2026. Each RSU represents a contingent right to receive one share of Oshkosh common stock under the company’s stock plan, subject to vesting.

How do the new Oshkosh (OSK) RSU awards for the CEO vest?

The 29,957 RSU award vests in one-third annual increments starting February 16, 2027. A separate RSU award referenced in the filing vests in one-third annual increments starting February 17, 2026, creating a staggered vesting schedule.

What RSU exercises did the Oshkosh (OSK) CEO report in this filing?

On February 17, 2026, Pfeifer exercised 15,718.272 RSUs, converting them into the same number of common shares. The transaction is reported with a stated price of $168.47 per share and classified as an exercise or conversion of a derivative security.

Did the Oshkosh (OSK) CEO dispose of any shares for tax withholding?

Yes. The filing shows a tax-withholding disposition of 7,019 common shares on February 17, 2026 at $168.47 per share. This was reported under transaction code F for payment of tax liability by delivering securities.

How many Oshkosh (OSK) common shares does the CEO hold after these transactions?

After the reported transactions on February 17, 2026, Pfeifer directly holds 115,551.557 common shares. The beneficial ownership figures also include shares acquired through dividends and dividend reinvestments in exempt transactions.

What does each Restricted Stock Unit represent for Oshkosh (OSK) in this Form 4?

Each Restricted Stock Unit represents a contingent right to receive one share of Oshkosh common stock. These RSUs are subject to the vesting schedules described and are granted under the company’s stock plan.

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Accepted by SEC EDGAR 02/18/2026 - 04:29 PM Learn about SEC filing dates

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^*

Pfeifer John C

(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)
	President & CEO

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		15,718.272	A	$168.47(1)	122,570.557(2)	D
Common Stock	02/17/2026		F		7,019	D	$168.47	115,551.557	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		29,957		(4)	(4)	Common Stock	29,957	$0	29,957	D
Restricted Stock Units	(1)	02/17/2026		M			15,718.272	(5)	(5)	Common Stock	15,718.272	$0	31,437.559	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 C. Pfeifer	02/18/2026
	** 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.
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