Wagner Richard 4

What Happened

• Richard Wagner, Senior Vice President and Chief Operating Officer of Insteel Industries, was granted two awards of restricted stock units (RSUs) on Feb 10, 2026: 1,858 RSUs and 4,538 RSUs, for a total of 6,396 RSUs. The Form 4 reports these as derivative awards with an acquisition price of $0.00 (typical for RSU grants).

Key Details

• Transaction date: 2026-02-10 (Form 4 filed 2026-02-12 — appears timely under the SEC’s 2-business-day rule).
• Awarded shares: 1,858 RSUs and 4,538 RSUs (total 6,396 RSUs); price reported $0.00 (derivative award).
• Vesting/conversion: RSUs convert one-for-one into common stock and vest on February 10, 2029 (Footnotes F1, F2).
• Shares owned after transaction: not disclosed in the provided filing.
• Other footnotes: F3 (options vesting 1/3 annually) is included in the filing set but does not apply to these RSU awards.
• Transaction code: A = Award/Grant.

Context

• These are time-based RSU awards (not open-market purchases or sales). RSUs do not deliver shares immediately — they convert to common stock upon vesting (here, Feb 10, 2029) and are typically taxed at vesting. Because this is a compensation award, it is generally routine executive compensation rather than a market-timing signal.