MENDELSON VICTOR H 4

4 · HEICO CORP · Filed May 29, 2026

AI-generated summary of this filing

Updated May 29, 2026

HEICO 10% Owner Victor Mendelson Receives 10,000 Options

What Happened

Victor H. Mendelson, a reported 10% owner of HEICO Corporation (HEI / HEI.A), was credited with 10,000 derivative shares on May 27, 2026 — recorded as an award/acquisition at $0.00. Footnote disclosure indicates this represents the vesting of the first tranche (20%) of performance-based stock options originally granted March 14, 2025.

Key Details

Transaction date: May 27, 2026; Form filed May 29, 2026 (timely).
Transaction type/code: Award/Grant (A); 10,000 derivative shares recorded at $0.00.
Vesting/rights: These are performance-based options; first tranche (20%) vested upon Compensation Committee certification. Options become exercisable 20% per year over five years from the grant (per footnotes F7 and F8).
Shares owned after transaction: Not explicitly listed in the summary data; filing includes multiple footnotes (F1–F6) showing holdings in trusts, partnerships and company plans controlled by or for the benefit of Mendelson.
Notable footnotes: F1–F6 describe shares held through Mendelson-controlled entities, trusts, the HEICO 401(k), and the Leadership Compensation Plan; F8 confirms vesting was tied to performance certification.

Context

This filing documents vesting of performance-based options, not an open-market purchase or sale; no cash changed hands on vesting and there is no indication shares were sold immediately. For retail investors, awards/vestings show insider alignment with company compensation but aren't a direct buy/sell signal. As a 10% owner, Mendelson’s holdings reflect long-term and entity-level ownership structures rather than routine executive trading.

Form 4

Period: 2026-05-27

DirectorCo-COB and Co-CEOOther

Transactions

Award
Option (Right to purchase Common Stock)
[F8]
2026-05-27+10,000→ 10,000 total
Exercise: $256.01From: 2026-05-27Exp: 2035-03-14→ Common Stock (10,000 underlying)

Holdings

Common Stock
1,274,308
Class A Common Stock
215,911
Class A Common Stock
[F1]
(indirect: Owned by Corporation)
189,030
Common Stock
[F2]
(indirect: By Partnership)
172,515
Common Stock
(indirect: By Children)
4,762
Class A Common Stock
(indirect: By Children)
19,136
Common Stock
[F3]
(indirect: By 401(k))
93,198
Class A Common Stock
[F3]
(indirect: By 401(k))
88,439
Common Stock
(indirect: By Keogh Account)
921
Class A Common Stock
(indirect: By Keogh Account)
16,133
Common Stock
[F4]
(indirect: By Trust)
570,852
Class A Common Stock
[F4]
(indirect: By Trust)
137,199
Common Stock
[F5]
(indirect: By Trust)
28,819
Class A Common Stock
[F5]
(indirect: By Trust)
8,465
Common Stock
[F6]
(indirect: By 409A Plan)
4,072
Option (Right to purchase Common Stock)
[F7]
Exercise: $44.96Exp: 2027-03-17→ Common Stock (115,313 underlying)
115,313
Option (Right to purchase Common Stock)
[F7]
Exercise: $70.66Exp: 2028-03-16→ Common Stock (125,000 underlying)
125,000
Option (Right to purchase Common Stock)
[F7]
Exercise: $134.70Exp: 2031-09-24→ Common Stock (125,000 underlying)
125,000
Option (Right to purchase Common Stock)
[F7]
Exercise: $163.35Exp: 2033-03-17→ Common Stock (62,500 underlying)
62,500
Option (Right to purchase Common Stock)
[F7]
Exercise: $163.61Exp: 2033-06-09→ Common Stock (62,500 underlying)
62,500

Footnotes (8)

[F1]Represents shares owned by Mendelson International Corporation whose stock is owned solely by the Reporting Person and Eric Mendelson, the brother of the Reporting Person.
[F2]Represents shares owned by VHM Management Limited Partners, a partnership whose sole general partner is a corporation controlled by the Reporting Person.
[F3]Represents shares held for the benefit of the Reporting Person by the HEICO Corporation 401(k), based on a plan statement dated May 26, 2026.
[F4]Represents shares gifted by the Reporting Person to trusts for the benefit of the Reporting Person's immediate family members and whose Trustee is the Reporting Person.
[F5]Represents shares owned by the Victor H. Mendelson Revocable Investment Trust which is owned solely by the Reporting Person.
[F6]Represents shares held for the reporting person by the HEICO Corporation Leadership Compensation Plan (409A Plan).
[F7]These options become exercisable 20% per year over five years from the date of Grant.
[F8]Represents the vesting of the first tranche (20%) of performance-based stock options originally granted on March 14, 2025. Vesting occurred upon certification by the Compensation Committee on May 27, 2026 that the applicable performance conditions for the first measurement interval were achieved.

Signature

/s/ Victor H. Mendelson|2026-05-29

1 file