Buckley Robert 4

What Happened
Robert Buckley, Chief Financial Officer of Novanta Inc. (NOVT), exercised 9,957 stock options on March 16, 2026 at $14.13 per share (total cost $140,692) and that same day sold 9,957 shares in multiple open‑market transactions for aggregate gross proceeds of approximately $1,162,651. The sale was executed in several blocks at weighted‑average prices in the $116–$119 range. The filing also records a derivative disposition line of 9,957 shares at $0.00 (reported separately on the Form 4).

Key Details

• Transaction date: March 16, 2026; Form 4 filed March 18, 2026 (timely filing).
• Exercise: 9,957 shares acquired at $14.13 each — $140,692 total (transaction code M).
• Open‑market sales (transaction code S), total 9,957 shares in four blocks:
  • 3,215 shares @ $116.02 → $373,004 (weighted avg; multiple trades; see footnote F2)
  • 4,719 shares @ $116.84 → $551,368 (weighted avg; F3)
  • 1,937 shares @ $117.74 → $228,062 (weighted avg; F4)
  • 86 shares @ $118.80 → $10,217 (weighted avg; F5)
• Aggregate sale proceeds: ≈ $1,162,651.
• The filing includes a separate "M" disposition line reporting 9,957 shares at $0.00 (no cash proceeds reported).
• Notable footnotes: sales were effected under a pre‑established Rule 10b5‑1 trading plan adopted March 13, 2025 (F1); several sale prices are reported as weighted averages across multiple trades (F2–F5). F6 notes the underlying options vested in 2017–2019. Power of attorney on file.
• Shares owned after transaction: not specified in the provided excerpt of the filing.

Context
This was an option exercise followed by same‑day open‑market sales for the same number of shares — a common pattern when insiders exercise long‑vested options and sell shares (often to cover exercise cost and taxes). Transaction codes: M = option exercise/conversion, S = open‑market sale. The 10b5‑1 plan note indicates the sales were made pursuant to a pre‑arranged plan adopted by the reporting person.