KEARNES LAURILEE 4

What Happened

• Laurilee Kearnes, Chief Financial Officer of Byrna Technologies Inc. (BYRN), received two restricted stock unit (RSU) awards on March 17, 2026: 18,210 RSUs (award A) and a second 18,210 RSUs (award A), for a total of 36,420 RSUs. Each RSU represents the contingent right to one share of BYRN common stock. The awards were granted at $0.00 (no immediate purchase price or cash proceeds).

Key Details

• Transaction date: March 17, 2026; Form 4 filed March 18, 2026 (timely).
• Award type/code: A = Grant/Award (RSU, derivative).
• Shares granted: 18,210 + 18,210 = 36,420 RSUs; exercise/issue price: $0.00.
• Shares owned after transaction: Not specified in the provided filing excerpt.
• Vesting/conditions:
  • First award (footnote F2): Time-based vesting in three equal tranches on Mar 17, 2027; Mar 2, 2028; and Mar 2, 2029, subject to continued service. Acceleration on death/disability or certain change-of-control terminations.
  • Second award (footnote F3): Performance-based; vests on Nov 30, 2028 only if preset revenue targets for fiscal year ending Nov 30, 2027 are met and the reporting person remains employed through Nov 30, 2028 (with limited post-2027 termination carve-outs). Similar acceleration provisions apply.
• No sale or purchase occurred—these are compensation awards (not an open-market trade).

Context

• RSUs are common compensation for executives; they convert to shares only if vesting conditions are met. Performance RSUs may never vest if targets aren't achieved, so they are not the same as an outright purchase (which might be interpreted as a bullish signal).
• Because these are awards, they reflect compensation policy rather than an immediate personal investment decision by the insider.