FEIM CFO Steven Bernstein Gets RSUs; Shares Withheld

What Happened

• Steven Lawrence Bernstein, Chief Financial Officer of Frequency Electronics, received multiple performance-based restricted stock unit (RSU) awards (totaling 120,000 RSUs) between 2023 and 2026. Several vested installments triggered share withholding to cover tax obligations: 18,595 shares were withheld in 2025–2026 with an aggregate value of about $589,740.
• The awards are recorded at $0.00 exercise/strike price (they are grants/awards). The withheld shares were not open-market sales but shares retained by the company to satisfy payroll/tax withholding on vesting.

Key Details

• Grants (awards): 20,000 RSUs (07/27/2023), 30,000 RSUs (07/31/2024), 40,000 RSUs (07/31/2025), 30,000 RSUs (04/30/2026) — total 120,000 RSUs.
• Shares withheld for taxes (disposals):
  • 4,140 shares @ $18.47 on 01/04/2025 — $76,466
  • 9,022 shares @ $26.60 on 07/31/2025 — $239,985
  • 92 shares @ $36.47 on 11/01/2025 — $3,355
  • 5,341 shares @ $50.54 on 01/04/2026 — $269,934
  • Total withheld: 18,595 shares, ~$589,740.
• Vesting/conditions: these are performance-based RSUs. Footnotes indicate performance conditions were met on various dates; vesting occurs in four equal annual installments beginning on the stated commencement dates (e.g., 01/04/2024, 07/31/2024, 07/31/2025, and future schedule per each grant).
• Filing note: the Form 4 was filed/updated on 2026-09-23 and footnote F4 states beneficial ownership was updated as of 09/23/2026. The report covers transactions back to 2023–2026; check timeliness if monitoring prompt reporting.
• Shares owned after the transactions are not specified in the provided extract.

Context

• These transactions are routine equity award vesting events and tax-withholdings (transaction code F) rather than open-market sales. Withholdings to cover tax liabilities are common and do not necessarily indicate a change in an insider’s view of the company.
• For retail investors, purchases are often considered stronger signals than awards or tax-related withholdings. This filing mainly documents compensation vesting and related tax withholding, not discretionary insider buying or selling.