Form 4 for AIR AAR CORP

Accepted 2026-07-24 13:57:02 ET · period of report 2026-07-23 · accession 0000001750-26-000082 · SEC index · Original document

Summary rows

Aggregated the way they appear in lists: one row per insider, transaction code and security table.

X	Filed	Traded	Ticker	Insider	Title	Type	Price	Qty	Owned	ΔOwn	Value
M	2026-07-24 13:57	2026-07-23	AIR	Holmes John McClain III	COB, Pres, CEO, Dir	A - Grant	$0.00	+211.7K	481.7K	+78%	$0

Purchase Sale Sale after option exercise All abbreviations

#	Table	Security	Date	Code	A/D	Shares	Price	Owned after	Own	Exercise / expiry	Underlying	Footnotes
1	Common	Common Stock	2026-07-23	A	A	20,082	$0.00	290,102	D	—	—	(F1) Award of stock pursuant to a Restricted Stock Agreement in a transaction exempt under Rule 16b-3.
2	Common	Common Stock	2026-07-23	A	A	30,123	$0.00	320,225	D	—	—	(F2) Award of stock pursuant to a Performance Restricted Stock Agreement in a transaction exempt under Rule 16b-3.
3	Common	Common Stock	2026-07-23	A	A	161,500	$0.00	481,725	D	—	—	(F3) Award of stock pursuant to a Performance Restricted Stock Agreement in a transaction exempt under Rule 16b-3. The performance-based stock cliff vests on July 31, 2031 (the "Vesting Date"), subject to Mr. Holmes' continued service through such date (other than in certain limited circumstances), and may only be earned based on, and to the extent of, the achievement of stock price vesting conditions that will be met when the 30-day volume weighted average trading price of a share of the Company's common stock meets or exceeds one or more of the following stock price hurdle thresholds on or prior to July 31, 2031: (1) $175 stock price - one-third shares will vest on the Vesting Date; (2) $200 stock price - an additional one-third shares will vest on the Vesting Date; and (3) $275 stock price - an additional one-third shares will vest on the Vesting Date. The number of shares reported herein assumes the target stock price metrics are met.