Elbogen Noah A. 4

What Happened
Noah Elbogen, a director of BJ's Restaurants (BJRI), exercised options on 2026-05-29 to acquire 4,049 shares (1,281 shares at $39.33 and 2,768 shares at $35.95) for a total exercise cost of $149,892. On the same day he sold 4,049 shares in an open-market transaction at $47.85 per share, producing gross proceeds of $193,745. The filing also shows matching derivative conversion/disposition entries for 1,281 and 2,768 shares at $0.00, which reflect the conversion/settlement of the derivative instruments associated with the exercise.

Key Details

• Transaction date: 2026-05-29; Form 4 filed: 2026-06-01 (appears to be filed promptly).
• Exercise/Acquisitions: 1,281 shares @ $39.33 = $50,382; 2,768 shares @ $35.95 = $99,510; total cost $149,892.
• Sale: 4,049 shares sold @ $47.85 = $193,745 (open-market sale).
• Derivative entries: 1,281 and 2,768 shares listed as disposed at $0.00 (reflecting conversion/settlement of the derivative instruments).
• Shares owned after transaction: Not specified in the provided excerpt; filing footnote notes that the reported amount includes 2,747 unvested Restricted Stock Units (RSUs) (Footnote F1).
• No 10b5-1 plan, late filing, or special tax-withholding note was indicated in the provided data.

Context
This sequence (exercise + immediate open-market sale) is commonly a cashless or partially cashless exercise where an insider converts options or RSUs to shares and then sells some or all shares to cover costs/taxes or realize gains. The net effect here: Elbogen acquired 4,049 shares through exercise and sold the same number the same day, receiving ~$193.7k in proceeds. These transactions are factual disclosures and do not by themselves indicate the director's future view of the company.