SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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^*

Flanagan Sarah Louise

(Last)

(First)

(Middle)

1100 N. WOOD DALE RD.

(Street)

WOOD DALE

60191

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
12/11/2025

3. Issuer Name and Ticker or Trading Symbol
AAR CORP [ AIR ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Interim CFO VP Fin Ops

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	29,133	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Stock Option	07/31/2019	07/09/2028	Common Stock	9,150	$48.09	D
Stock Option	07/31/2020	07/08/2029	Common Stock	10,750	$37.66	D
Stock Option	07/31/2022	07/12/2031	Common Stock	9,515	$37.74	D
Stock Option	03/25/2023	03/25/2032	Common Stock	28	$50.93	D
Stock Option	07/31/2023	07/18/2032	Common Stock	9,940	$41.88	D
Stock Option	07/31/2024⁽¹⁾	07/24/2033	Common Stock	6,915	$58.27	D
Stock Option	07/31/2025⁽²⁾	07/22/2034	Common Stock	6,860	$67.02	D
Stock Option	07/31/2026⁽³⁾	07/23/2035	Common Stock	6,090	$79.45	D

Explanation of Responses:

1. The option became exercisable as to 2,305 shares on July 31, 2024 and 2,305 shares on July 31, 2025 and becomes exercisable as to the remaining 2,305 shares on July 31, 2026.

2. The option became exercisable as to 2,286 shares on July 31, 2025 and becomes exercisable as to 2,286 of the remaining shares on July 31, 2026 and 2,288 of the remaining shares on July 31, 2027.

3. The awarded stock option vests and becomes exercisable in 1/3 annual installments beginning on July 31, 2026 and shall vest as follows: 33 1/3% on each of July 31, 2026, July 31, 2027 and July 31, 2028.

	/s/ Katherine Kwiat, power of attorney	12/19/2025
	** 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 5 (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.
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