Hedges Nancy L 4

What Happened

• Nancy L. Hedges, Principal Accounting Officer of Astronics Corporation (ATRO), was granted 12,150 restricted stock units (RSUs) on February 19, 2026. The award is reported at $0.00 per share because these are derivative awards (not an open-market purchase or sale) and will convert to common stock only upon vesting/settlement.

Key Details

• Transaction type: Award/Grant (code A) of RSUs (derivative).
• Date of grant: February 19, 2026; reported on Form 4 filed February 23, 2026 (filed within the Form 4 deadline).
• Quantity: 12,150 RSUs; reported acquisition price $0.00 (no cash paid).
• Shares owned after transaction: Not specified in this Form 4 filing.
• Footnotes of note:
  • F1: Each RSU represents the right to receive one share of common stock at settlement.
  • F5: Vesting for this award depends on Astronics’ average annual adjusted EBITDA for Jan 1, 2026–Dec 31, 2028. The “target” number of units is reported; between 50% and 150% of target may vest on Feb 19, 2029 based on performance.
• Filing timeliness: Form 4 was filed within the required reporting window (filed two business days after the transaction date).

Context

• This grant is a deferred/contingent compensation award, not an immediate purchase of shares. The RSUs only convert into actual common stock if and when they vest per the terms above.
• Performance-based RSUs (like these) link payout to company metrics (adjusted EBITDA); final shares received may be adjusted between 50%–150% of the target depending on results.