THOMPSON G KENNEDY 4

What Happened
Thompson G. Kennedy, a director of Insteel Industries, received a grant of 2,297 restricted stock units (RSUs) on Feb 10, 2026 (reported as an award at $0.00). Separately, RSUs totaling 2,703 shares converted/vested on Feb 11, 2026 (reported as an exercise/conversion of a derivative). The conversion shows an equal number of shares acquired and disposed at $0.00, which commonly reflects tax withholding rather than an open‑market sale. No cash value or proceeds were reported.

Key Details

• Transactions reported: Grant of 2,297 RSUs (2026-02-10); conversion/vesting of 2,703 RSUs (2026-02-11). Prices shown as $0.00 for the award and conversions.
• Filing date: Feb 12, 2026; report covers transactions on Feb 10–11, 2026 (filing appears timely).
• Shares owned after the transactions: Not specified in this Form 4.
• Footnotes: F1 = vesting of RSUs; F2 = RSUs convert 1-for-1 to common stock; F3 = indicates the 2,297 RSUs will vest on Feb 10, 2027; F4 = indicates the RSUs that vested on Feb 11, 2026.
• Transaction codes: A = award/grant (RSUs); M = exercise/conversion of derivative (RSU conversion). The reported dispositions likely reflect share withholding for taxes (coded as disposals at $0.00).

Context
RSU grants and vesting are compensation events and do not necessarily signal buying or selling intent. The conversion + simultaneous disposition pattern is typical when vested RSUs are converted to shares and a portion is withheld to cover taxes; it is not the same as an open‑market sale. There were no ordinary‑cash purchases reported by the insider in this filing.