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*
Eason Christopher Douglas

(Last) (First) (Middle)
2425 S YUKON AVE

(Street)
TULSA OK 74107

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
AAON, INC. [ AAON ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Accounting Officer
3. Date of Earliest Transaction (Month/Day/Year)
02/14/2024
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, par value $.004 02/14/2024 M 447(1) A $0 3,010(2) D
Common Stock, par value $.004 02/14/2024 F 153(1) D $0 2,857(2) D
Common Stock, par value $.004 1,583(2) I 401(k) Plan
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
Stock Option (Right to Buy) $29.48 03/11/2021 03/11/2030 Common Stock 300(2) 300 D
Stock Option (Right to Buy) $48.91 03/11/2022 03/11/2031 Common Stock 549(2) 549 D
Stock Option (Right to Buy) $43.5 05/11/2022 05/11/2031 Common Stock 7,231(2) 7,231 D
Stock Option (Right to Buy) $36.13 03/15/2023 03/15/2032 Common Stock 2,142(2) 2,142 D
Stock Option (Right to Buy) $62.05 03/06/2024 03/06/2033 Common Stock 1,777(2) 1,777 D
Explanation of Responses:
1. On February 14, 2024, the Compensation Committee determined the performance restricted stock units, granted on May 11, 2021, vested at 110 percent of the performance target, based on the issuers achievement of the relevant performance conditions. The shares received were net of taxes withheld to cover the reporting persons tax liability. Cash was paid in lieu of fractional shares, if any.
2. The number of securities beneficially owned for each stock award has been updated to reflect the August 16, 2023 stock split as disclosed in the Company's Form 8-K dated June 6, 2023.
Remarks:
Christopher D Eason 02/16/2024
** 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.
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.

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