Statement of Changes in Beneficial Ownership (4)
17 August 2022 - 12:55AM
Edgar (US Regulatory)
FORM 4
[X]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
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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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1. Name and Address of Reporting Person
*
Gadiwalla Rony D |
2. Issuer Name and Ticker or Trading Symbol
AAON, INC.
[
AAON
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner _____ Officer (give title below) __X__ Other (specify below) Former - VP, Info. Technology |
(Last)
(First)
(Middle)
2425 SOUTH YUKON |
3. Date of Earliest Transaction
(MM/DD/YYYY)
8/12/2022 |
(Street)
TULSA, OK 74107
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock, par value $.004 | 8/12/2022 | | M | | 1000 | A | $36.95 | 28144 | D | |
Common Stock, par value $.004 | 8/12/2022 | | S | | 1000 | D | $61.70 (1) | 27144 | D | |
Common Stock, par value $.004 | 8/12/2022 | | D | | 6418 (2) | D | $0 | 20726 | D | |
Common Stock, par value $.004 | 8/15/2022 | | M | | 7000 | A | $36.95 | 27726 | D | |
Common Stock, par value $.004 | 8/15/2022 | | S | | 3000 | D | $63.13 (3) | 24726 | D | |
Common Stock, par value $.004 | 8/15/2022 | | S | | 4000 | D | $63.21 (4) | 20726 | D | |
Common Stock, par value $.004 | | | | | | | | 6133 | I | 401(k) Plan |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: 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) | $36.95 | 8/12/2022 | | M | | | 1000 | 1/2/2019 | 11/12/2022 (5) | Common Stock | 1000.0 | $61.70 (1) | 35133 | D | |
Stock Option (Right to Buy) | $36.95 | 8/12/2022 | | D | | | 8498 (6) | 1/2/2019 | 11/12/2022 (5) | Common Stock | 8498.0 | $36.95 | 26635 | D | |
Stock Option (Right to Buy) | $36.95 | 8/15/2022 | | M | | | 3000 | 1/2/2019 | 11/12/2022 (5) | Common Stock | 3000.0 | $63.13 (3) | 23635 | D | |
Stock Option (Right to Buy) | $36.95 | 8/15/2022 | | M | | | 4000 | 1/2/2019 | 11/12/2022 (5) | Common Stock | 4000.0 | $63.21 (4) | 19635 | D | |
Stock Option (Right to Buy) | $41.37 | 8/12/2022 | | D | | | 18800 (7) | 3/11/2020 | 11/12/2022 (5) | Common Stock | 18800.0 | $41.37 | 28200 | D | |
Stock Option (Right to Buy) | $44.22 | 8/12/2022 | | D | | | 17346 (8) | 3/11/2021 | 11/12/2022 (5) | Common Stock | 17346.0 | $44.22 | 11564 | D | |
Stock Option (Right to Buy) | $73.36 | 8/12/2022 | | D | | | 4494 (9) | 3/11/2022 | 11/12/2022 (5) | Common Stock | 4494.0 | $73.36 | 2247 | D | |
Stock Option (Right to Buy) | $54.2 | 8/12/2022 | | D | | | 3780 (10) | 3/15/2023 | 11/12/2022 (5) | Common Stock | 3780.0 | $54.20 | 0 | D | |
Explanation of Responses: |
(1) | All shares sold at an exact price. A breakdown is not applicable. |
(2) | Forfeiture of Restricted Stock Awards due to resignation, effective August 12, 2022: 1,560 (granted 01/02/2018), 2,000 (granted 03/11/2019), 1,170 (granted 03/11/2020), 646 (granted 03/11/2021) and 1,042 (granted 03/15/2022). |
(3) | This transaction was executed in multiple trades at prices ranging from $63.00 to $63.32. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected. |
(4) | This transaction was executed in multiple trades at prices ranging from $63.13 to $63.42. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected. |
(5) | Expiration Date is accelerated due to resignation, effective August 12, 2022. |
(6) | Forfeiture of Stock Option Award (granted 01/02/2018) due to resignation, effective August 12, 2022. |
(7) | Forfeiture of Stock Option Award (granted 03/11/2019) due to resignation, effective August 12, 2022. |
(8) | Forfeiture of Stock Option Award (granted 03/11/2020) due to resignation, effective August 12, 2022. |
(9) | Forfeiture of Stock Option Award (granted 03/11/2021) due to resignation, effective August 12, 2022. |
(10) | Forfeiture of Stock Option Award (granted 03/15/2022) due to resignation, effective August 12, 2022. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Gadiwalla Rony D 2425 SOUTH YUKON TULSA, OK 74107 |
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| Former - VP, Info. Technology |
Signatures
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Rony D Gadiwalla | | 8/16/2022 |
**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 control number. |
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