Barbato Thomas L 4
4 · TRANSCAT INC · Filed May 28, 2026
Research Summary
AI-generated summary of this filing
Transcat (TRNS) CFO Thomas Barbato Receives Awards, Withholds Shares
What Happened
Thomas L. Barbato, Senior Vice President Finance & Chief Financial Officer of Transcat, Inc. (TRNS), had performance-based restricted stock units vest and received 1,719 shares on May 27, 2026 (awarded at $0.00). On the same date 760 of those shares were withheld to satisfy tax withholding obligations at $76.45/share (total value $58,102). Additionally, he was granted 3,925 restricted stock units (RSUs) on May 27, 2026 (derivative award, $0.00).
Key Details
- Transaction dates: May 27, 2026 (reported May 28, 2026 — filing appears timely).
- Awards: 1,719 vested shares (performance-based RSUs); 3,925 RSUs granted (derivative).
- Withholding (disposition): 760 shares withheld to cover taxes at $76.45 each = $58,102. This is a tax withholding event (code F), not an open-market sale.
- RSU conversion: These RSUs convert into common stock on a one-for-one basis (footnote).
- Vesting/plan notes: The vested shares resulted from performance-based RSUs granted under the 2021 Stock Incentive Plan that vested after achievement of adjusted EBITDA targets over a three‑year performance period. The new RSUs were granted under the same plan and vest on specified future dates (see filing footnotes).
- Filing/exemption: Awards and grants reported as transactions exempt under Rule 16b-3.
- Shares owned after transaction: Not specified in the provided filing summary.
Context
This filing reflects routine compensation and tax-withholding mechanics: performance-based RSUs vested due to achieved targets, producing common shares, and a portion was withheld to cover tax liabilities (common practice). The 3,925 RSUs are future-service/vesting awards (derivative), not immediate open‑market purchases or sales.
Insider Transaction Report
- Award
Common Stock, $.50 par value
[F1]2026-05-27+1,719→ 5,409 total - Tax Payment
Common Stock, $.50 par value
[F2]2026-05-27$76.45/sh−760$58,102→ 4,649 total - Award
Restricted Stock Units
[F3][F4]2026-05-27+3,925→ 3,925 totalExercise: $0.00→ Common Stock, $.50 par value (3,925 underlying)
- 19,772
Restricted Stock Units
[F3][F5]Exercise: $0.00→ Common Stock, $.50 par value (19,772 underlying) - 2,691
Restricted Stock Units
[F3][F6]Exercise: $0.00→ Common Stock, $.50 par value (2,691 underlying) - 1,919
Restricted Stock Units
[F3][F7]Exercise: $0.00→ Common Stock, $.50 par value (1,919 underlying) - 6,000
Stock Option (Right to Buy)
[F8]Exercise: $90.92Exp: 2027-01-03→ Common Stock, $.50 par value (6,000 underlying) - 5,000
Stock Option (Right to Buy)
[F8]Exercise: $63.17Exp: 2027-05-25→ Common Stock, $.50 par value (5,000 underlying)
Footnotes (8)
- [F1]These shares were awarded to Mr. Barbato upon the vesting of performance-based restricted stock units granted to him under the Transcat, Inc. 2021 Stock Incentive Plan, as amended (the "Plan"), in a transaction exempt under Rule 16b-3. The shares underlying this award vested after three years based on the Company's achievement of certain pre-determined adjusted EBITDA thresholds over the eligible three-year period that ended in fiscal year 2026.
- [F2]Shares withheld to cover tax withholding obligations on the vesting of performance-based restricted stock units.
- [F3]These restricted stock units ("RSUs") convert into common stock on a one-for-one basis.
- [F4]These RSUs were granted under the Plan in a transaction exempt under Rule 16b-3 and, except as otherwise provided in the award notice, vest on March 31, 2029.
- [F5]These RSUs vest on January 6, 2028, except as otherwise provided in the award notice.
- [F6]These RSUs vest on March 25, 2028, except as otherwise provided in the award notice.
- [F7]These RSUs vest on March 27, 2027, except as otherwise provided in the award notice.
- [F8]This option is fully exercisable as of the date of this report.