Argan director updates stake via grants and gift

ARGAN INC director Cynthia Flanders reported several equity-related moves involving the company’s common stock and restricted stock units.

Rhea-AI Filing Summary

ARGAN INC director Cynthia Flanders reported several equity-related moves involving the company’s common stock and restricted stock units. She exercised derivative securities to acquire 533 shares of common stock, then made a bona fide gift of 1,000 common shares, leaving her with 25,207 shares held directly.

Flanders’ compensation also included equity awards tied to future service. She was granted time-based restricted stock units covering 189 shares of common stock, which will fully vest on June 10, 2027 or on the date of the 2027 Annual Meeting of Stockholders, whichever occurs first. She also converted 530 previously awarded time-based restricted stock units into common shares, and now holds 834 time-based restricted stock units following these transactions.

Insider Trade Summary

530 shares exercised/converted

Exercise 4 txns

Insider Flanders Cynthia

Role Director

Type	Security	Shares	Price	Value
Exercise	Time-Based Restricted Stock Units	530	$0.00	$0.00
Grant/Award	Time-Based Restricted Stock Units	189	$0.00	$0.00
Gift	Common Stock	1,000	$0.00	$0.00
Exercise	Common Stock	533	$0.00	$0.00

Holdings After Transaction: Time-Based Restricted Stock Units — 1,023 contracts (Direct); Common Stock — 25,740 shares (Direct)

Footnotes (3)

1. F1. On June 10, 2026, the Reporting Person made a bona fide gift of 1,000 shares of the Issuer's common stock.
2. F2. Pursuant to the one-year vesting schedule of the Time-Based Restricted Stock Units ("TRSUs") awarded to the Reporting Person on June 17, 2025, 530 shares of the Issuer's common stock became issuable to the Reporting Person on June 10, 2026 and is adjusted for dividends.
3. F3. On June 10, 2026, the Reporting Person was granted TRSUs covering 189 shares of the Issuer's common stock. The TRSUs will vest fully on June 10, 2027 or on the date of the 2027 Annual Meeting of Stockholders, whichever comes first.

Key Figures

Common shares acquired via exercise: 533 shares Common shares gifted: 1,000 shares RSUs granted: 189 units +3 more

6 metrics

Common shares acquired via exercise 533 shares Exercise or conversion of derivative security on June 10, 2026

Common shares gifted 1,000 shares Bona fide gift of ARGAN INC common stock on June 10, 2026

RSUs granted 189 units Time-Based Restricted Stock Units granted on June 10, 2026

RSUs converted to common stock 530 units Previously granted TRSUs vesting into common shares on June 10, 2026

Common shares held after transactions 25,207 shares Direct ownership following June 10, 2026 transactions

RSUs held after transactions 834 units Time-Based Restricted Stock Units remaining after June 10, 2026

Key Terms

Time-Based Restricted Stock Units, bona fide gift, vesting schedule, Annual Meeting of Stockholders

4 terms

Time-Based Restricted Stock Units financial

"Pursuant to the one-year vesting schedule of the Time-Based Restricted Stock Units ("TRSUs") awarded to the Reporting Person..."

Time-based restricted stock units are a form of employee compensation where individuals are granted company shares that are earned over a set period, often as a reward for staying with the company. These shares typically become fully owned and transferable only after passing specific time milestones, encouraging long-term commitment. For investors, they highlight a company's focus on employee retention and can influence future stock supply and company stability.

bona fide gift financial

"On June 10, 2026, the Reporting Person made a bona fide gift of 1,000 shares of the Issuer's common stock."

A bona fide gift is a genuine, voluntary transfer of money, property, or benefits from one party to another made without expectation of repayment, services, or hidden conditions. Investors care because such gifts can affect company disclosures, related‑party transaction rules, tax treatment, and perceived conflicts of interest; think of it like someone giving you a present with no strings attached — but on a corporate scale, auditors and regulators need to verify it really is unconditional.

vesting schedule financial

"Pursuant to the one-year vesting schedule of the Time-Based Restricted Stock Units ("TRSUs") awarded to the Reporting Person..."

A vesting schedule is a timeline that determines when someone gains full ownership of certain benefits, such as company stock or retirement contributions. Think of it like earning the right to own a gift gradually over time, rather than receiving it all at once. It matters to investors because it affects when they can fully access or sell these benefits, influencing their financial planning and decision-making.

Annual Meeting of Stockholders financial

"The TRSUs will vest fully on June 10, 2027 or on the date of the 2027 Annual Meeting of Stockholders, whichever comes first."

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transactions did Cynthia Flanders report for ARGAN INC (AGX)?

Director Cynthia Flanders reported exercising derivative securities into 533 shares of ARGAN INC common stock, making a bona fide gift of 1,000 shares, receiving 189 new time-based restricted stock units, and converting 530 previously awarded restricted stock units into common stock on June 10, 2026.

How many ARGAN INC (AGX) shares does Cynthia Flanders hold after these Form 4 transactions?

After these transactions, Cynthia Flanders directly holds 25,207 shares of ARGAN INC common stock. She also holds 834 time-based restricted stock units, which represent additional potential shares that may be delivered to her upon future vesting, subject to the plan’s terms.

What is the nature of the 1,000-share transaction reported by Cynthia Flanders in AGX stock?

The 1,000-share transaction is a bona fide gift of ARGAN INC common stock by Cynthia Flanders. It is coded as a gift (transaction code G), meaning she disposed of these shares without receiving sale proceeds, typically indicating a transfer to another person or entity.

What new equity award did Cynthia Flanders receive from ARGAN INC (AGX)?

Cynthia Flanders received a grant of time-based restricted stock units covering 189 shares of ARGAN INC common stock. These units will fully vest on June 10, 2027 or on the date of the 2027 Annual Meeting of Stockholders, whichever date comes first, subject to plan conditions.

How were Cynthia Flanders’ previously awarded ARGAN INC restricted stock units treated?

Previously awarded time-based restricted stock units vested for Cynthia Flanders, resulting in 530 shares of ARGAN INC common stock becoming issuable on June 10, 2026. The vesting followed a one-year schedule for TRSUs granted June 17, 2025 and was adjusted for dividends, according to footnotes.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 06/12/2026 - 04:30 PM EDT Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Flanders Cynthia

(Last) (First) (Middle)

10006 WILDWOOD ROAD

(Street)

KENSINGTON MARYLAND 20895

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
ARGAN INC [ AGX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/10/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	06/10/2026		G		1,000(1)	D	$0	25,207	D
Common Stock	06/10/2026		M		533(2)	A	$0	25,740	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Time-Based Restricted Stock Units	$0	06/10/2026		M			530	(2)	(2)	Common Stock	530	$0	834	D
Time-Based Restricted Stock Units	$0	06/10/2026		A		189		(3)	(3)	Common Stock	189	$0	1,023	D

Explanation of Responses:

1. On June 10, 2026, the Reporting Person made a bona fide gift of 1,000 shares of the Issuer's common stock.

2. Pursuant to the one-year vesting schedule of the Time-Based Restricted Stock Units ("TRSUs") awarded to the Reporting Person on June 17, 2025, 530 shares of the Issuer's common stock became issuable to the Reporting Person on June 10, 2026 and is adjusted for dividends.

3. On June 10, 2026, the Reporting Person was granted TRSUs covering 189 shares of the Issuer's common stock. The TRSUs will vest fully on June 10, 2027 or on the date of the 2027 Annual Meeting of Stockholders, whichever comes first.

	/s/ Cynthia A. Flanders	06/12/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)