Sec Form 4 Filing - Garascia Jessica A. @ AAR CORP - 2020-10-07

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Garascia Jessica A.
2. Issuer Name and Ticker or Trading Symbol
AAR CORP [ AIR]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Vice President and Secretary
(Last) (First) (Middle)
1100 N. WOOD DALE ROAD
3. Date of Earliest Transaction (MM/DD/YY)
10/07/2020
(Street)
WOOD DALE, IL60191
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 $ 18.94 10/07/2020 A 44,330 ( 1 ) 07/31/2021( 2 ) 07/13/2030 Common Stock 44,330 $ 18.94 44,330 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Garascia Jessica A.
1100 N. WOOD DALE ROAD
WOOD DALE, IL60191
Vice President and Secretary
Signatures
/s/ Kai England, Power of Attorney 10/07/2020
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On July 13, 2020, the reporting person was awarded 44,330 non-qualified stock options pursuant to AAR CORP. 2013 Stock Plan (as Amended and Restated Effective July 13, 2020) (the "Plan"). The option grant was approved by the Company's Compensation Committee on July 13, 2020 subject to stockholder approval of the increase in shares issuable under the Plan, pursuant to which the option was granted. The Company's stockholders approved the Plan on October 7, 2020.
( 2 )The awarded stock option vests and becomes exercisable in 1/3 annual installments beginning on July 31, 2021 and shall vest as follows: 33 and 1/3% on each of July 31, 2021, July 31, 2022 and July 31, 2023.

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).

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