8 unchanged sentences
Pursuant to the Arrangement
−Removed: Wakefield March 14, 2024 Terminated July 12, 2024
−Removed: Executive Vice President
−Removed: Thompson December 13, 2024 December 31, 2025 91,500
−Removed: Chief Financial Officer
−Removed: Exhibit # Description
+Added: Thompson December 16, 2025 March 16, 2027 41,565
+Added: Chief Accounting Officer
+Added: Exhibits and Financial Statement Schedules.
Amended and Restated Articles of Incorporation (i)
−Removed: Amended and Restated Bylaws of AAON, Inc.
−Removed: effective March 9, 2023 (ii)
+Added: Amended and Restated Bylaws (ii)
Amended and Restated Loan Agreement (dated November 24, 2021) and related documents (iii)
1 unchanged sentence
Third Amendment to the Amended and Restated Loan Agreement (dated December 16, 2024) and related documents (v)
−Removed: Fifth Amendment to the Amended and Restated Loan Agreement (dated May 29, 2025) and related documents (vi)
−Removed: Description of Securities (vii)
+Added: Fourth Amendment to the Amended and Restated Loan Agreement (dated April 4, 2025) and related documents
+Added: Fifth Amendment to the Amended and Restated Loan Agreement (dated May 29, 2025) and related documents (xii)
+Added: Sixth Amendment to the Amended and Restated Loan Agreement (dated December 29, 2025) and related documents (xiii)
+Added: Description of Securities
(10.1) AAON, Inc.
−Removed: 2016 Long-Term Incentive Plan (viii)
+Added: 2007 Long-Term Incentive Plan, as amended (vi)
(10.2) AAON, Inc.
−Removed: 2024 Long-Term Incentive Plan (ix)
−Removed: Certification by Chief Executive Officer pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
−Removed: Certification by Chief Financial Officer pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
−Removed: Certification by Chief Executive Officer furnished pursuant to 18 U.S.C.
−Removed: Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
−Removed: Certification by Chief Financial Officer furnished pursuant to 18 U.S.C.
−Removed: Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
−Removed: Membership Interest Purchase Agreement - Acquisition of BASX, LLC (dated November 18, 2021) (x)
−Removed: (101) Interactive data files pursuant to Rule 405 of Regulation S-T formatted in iXBRL (Inline Extensible Business Reporting Language):
−Removed: (i) our Consolidated Balance Sheets as of September 30, 2025, and December 31, 2024;
−Removed: (ii) our Consolidated Statements of Income for the nine months ended September 30, 2025 and 2024;
−Removed: (iii) our Consolidated Statements of Stockholders’ Equity for the nine months ended September 30, 2025 and 2024;
−Removed: (iv) our Consolidated Statements of Cash Flows for the nine months ended September 30, 2025 and 2024;
−Removed: and (vi) the notes to our Consolidated Financial Statements.
−Removed: (104) Cover Page Interactive Data File pursuant to Rule 406 of Regulation S-T formatted in iXBRL (Inline Extensible Business Reporting Language) and contained in Exhibit 101.
+Added: 2016 Long-Term Incentive Plan (vii)
+Added: (10.3) AAON, Inc.
+Added: 2024 Long-Term Incentive Plan (viii)
+Added: Executive Severance Plan (adopted July 30, 2024) (ix)
+Added: Certification of CEO
+Added: Certification of CFO
+Added: Section 1350 Certification – CEO
+Added: Section 1350 Certification – CFO
+Added: Membership Interest Purchase Agreement - Acquisition of BASX, LLC (dated November 18, 2021) (xi)
+Added: (101) (INS) Inline XBRL Instance Document
+Added: (101) (SCH) Inline XBRL Taxonomy Extension Schema
+Added: (101) (CAL) Inline XBRL Taxonomy Extension Calculation Linkbase
+Added: (101) (DEF) Inline XBRL Taxonomy Extension Definition Linkbase
+Added: (101) (LAB) Inline XBRL Taxonomy Extension Label Linkbase
+Added: (101) (PRE) Inline XBRL Taxonomy Extension Presentation Linkbase
+Added: (104) Cover Page Interactive Data File (embedded within the Inline XBRL Document and included in Exhibit 101)
(i) Incorporated herein by reference to the exhibit to our Form 10-Q dated June 30, 2024.
3 unchanged sentences
(v) Incorporated herein by reference to the exhibits to our Form 8-K dated December 16, 2024.
−Removed: (vi) Incorporated herein by reference to the exhibits to our Form 8-K dated May 29, 2025.
−Removed: (vii) Incorporated herein by reference to exhibits to our Annual Report on Form 10-K for the fiscal year ended December 31, 2024.
−Removed: (viii) Incorporated herein by reference to our Form S-8 Registration Statement No.
+Added: (vi) Incorporated herein by reference to our Form S-8 Registration Statement No.
+Added: 333-151915 dated June 24, 2008 and our Form S-8 Registration Statement No.
+Added: 333-207737 dated November 2, 2015.
+Added: (vii) Incorporated herein by reference to our Form S-8 Registration Statement No.
333-212863 dated August 2, 2016, our Form S-8 Registration Statement No.
1 unchanged sentence
333-241538 dated August 6, 2020.
−Removed: (ix) Incorporated herein by reference to our Form S-8 Registration Statement No.
+Added: (viii) Incorporated herein by reference to our Form S-8 Registration Statement No.
333-279594 dated May 21, 2024 and our Form S-8 POS Registration Statement No.
333-241538 dated June 25, 2024.
+Added: (ix) Incorporated herein by reference to the exhibit to our Form 8-K dated July 30, 2024.
(x) Incorporated herein by reference to exhibits to our Annual Report on Form 10-K for the fiscal year ended December 31, 2023.
−Removed: Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
−Removed: November 06, 2025 By:
+Added: (xi) Incorporated herein by reference to exhibits to our Annual Report on Form 10-K for the fiscal year ended December 31, 2021.
+Added: (xii) Incorporated herein by reference to the exhibits to our Form 8-K dated May 29, 2025.
+Added: (xiii) Incorporated herein by reference to the exhibits to our Form 8-K dated December 29, 2025.
+Added: Pursuant to the requirement of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.
/s/ Matthew J.
Chief Executive Officer
−Removed: November 06, 2025 By:
−Removed: /s/ Rebecca A.
+Added: /s/ Andy Cheung
+Added: Chung Kin Cheung (“Andy Cheung”)
Chief Financial Officer
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.