Van Kirk Richard Lee Jr 4

What Happened

• Van Kirk Richard Lee Jr., CEO of PRO DEX, was issued 14,800 shares on 2026-07-01 pursuant to a performance award. The award was reported as acquired at $0.00 (typical for restricted/performance stock). To cover tax withholding obligations, 5,279 of those shares were withheld/disposed at an indicated value of $62.74 per share, equal to $331,204. Net shares delivered to the CEO from the award were 9,521 (14,800 granted minus 5,279 withheld). This was an equity award issuance with a tax-withholding disposition, not an open-market sale or a cash purchase.

Key Details

• Transaction date: July 1, 2026.
• Award: 14,800 shares granted (code A) at $0.00 acquisition price.
• Withholding/disposition: 5,279 shares (code F) withheld at $62.74/share, total $331,204 to satisfy tax liability.
• Net shares received by insider: 9,521 (14,800 − 5,279).
• Footnotes: F1 = shares issued under a previously granted performance award under the Pro‑Dex, Inc. 2016 Equity Incentive Plan. F2 = shares withheld to satisfy the reporting person’s tax withholding obligations.
• Shares owned after the transaction: not specified in this Form 4 filing.
• Filing date: July 6, 2026 (the form shows the report was filed five days after the transaction date).

Context

• This is a routine issuance/vesting of a performance award with shares withheld for taxes (a common administrative transaction). It does not indicate an open‑market sale of shares by the CEO for investment reasons. For investors, purchases or open‑market buys by insiders tend to be stronger bullish signals than awards or tax-withholdings, which are typically administrative.