JOHNSEN WALTER C 4

What Happened

• Walter C. Johnsen, a reported 10% owner of ACME UNITED CORP (ACU), exercised options that were effectively net-cash settled and had 30,000 shares disposed back to the issuer on Feb 27, 2026. The recorded strike/payment was $21.49 per share (30,000 × $21.49 = $644,700) and the disposition was at $45.88 per share (30,000 × $45.88 = $1,376,400). The net cash benefit from that exercise/disposition was about $731,700.
• On Mar 2, 2026, Johnsen was granted 25,000 derivative shares (recorded at $44.77 each, total $1,119,250) that vest 6,250 shares annually on March 2 of 2027–2030.

Key Details

• Transaction dates and amounts:
  • 2026-02-27: Option exercise (code M) — 30,000 @ $21.49 = $644,700 (recorded)
  • 2026-02-27: Disposition to issuer (code D) — 30,000 @ $45.88 = $1,376,400
  • 2026-02-27: Option-related disposition entry (code M) — 30,000 @ $21.49 = $644,700 (derivative entry)
  • 2026-03-02: Grant/award (code A) — 25,000 @ $44.77 = $1,119,250 (derivative)
• Footnotes:
  • F1: The option exercise was net cash-settled directly with the issuer and did not involve issuance of underlying shares.
  • F2: The 25,000-share grant vests 6,250 shares on each of March 2, 2027; 2028; 2029; and 2030.
• Shares owned after transaction: Not disclosed in the provided filing excerpt.
• Filing timeliness: Form 4 filed 2026-03-03 covering Feb 27 and Mar 2 transactions — appears timely (filed within required business-day window).

Context

• The option exercise was effectively a cashless/net-cash settlement with the company (no new shares issued), so the practical result was a cash gain rather than an open‑market sale of newly issued shares.
• The 25,000-share award is a time‑vested grant (not an immediate free sale); vesting occurs over four years.
• As a 10% owner, Johnsen is a large shareholder rather than necessarily an operating executive; such filings reflect holdings/transactions by significant holders and should be interpreted differently than routine executive purchases or sales.