Argan (AGX) director John R. Jeffrey Jr. reports stock from RSU vesting

Rhea-AI Filing Summary

Argan, Inc. director John R. Jeffrey, Jr. reported equity compensation activity involving time-based restricted stock units that converted into common stock. On 12/14/2025, 856 shares of common stock were acquired at $0 per share, bringing his directly held stake to 5,412 shares. On 12/16/2025, he acquired a further 1,844 common shares at $0, increasing his direct holdings to 7,256 shares. Footnotes explain that these issuances came from three-year time-based restricted stock unit awards granted on 12/14/2023 and 12/16/2022, with share amounts adjusted for dividends. The filing also shows 8,000 common shares held indirectly through a John R. Jeffrey, IRA, and remaining time-based restricted stock units listed as derivative securities.

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

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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^*

Jeffrey John Ronald Jr.

(Last) (First) (Middle)

C/O ARGAN, INC.

4075 WILSON BOULEVARD, SUITE 440

(Street)

ARLINGTON VA 22203

(City) (State) (Zip)

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)

3. Date of Earliest Transaction (Month/Day/Year)
12/14/2025

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

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

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

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	12/14/2025		M		856(1)	A	$0	5,412	D
Common Stock	12/16/2025		M		1,844(2)	A	$0	7,256	D
Common Stock								8,000	I	John R. Jeffrey, IRA

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	12/14/2025		M			833	(1)	(1)	Common Stock	833	$0	3,114	D
Time-Based Restricted Stock Units	$0	12/16/2025		M			1,750	(2)	(2)	Common Stock	1,750	$0	1,364	D

Explanation of Responses:

1. Pursuant to the three-year vesting schedule of the Time-Based Restricted Stock Unit ("TRSU") awarded to the Reporting Person on December 14, 2023, 833 shares of common stock became issuable to the Reporting Person on December 14, 2025 and is adjusted for dividends.

2. Pursuant to the three-year vesting schedule of the Time-Based Restricted Stock Unit ("TRSU") awarded to the Reporting Person on December 16, 2022, 1,750 shares of common stock became issuable to the Reporting Person on December 16, 2025 and is adjusted for dividends.

	/s/ John R. Jeffrey, Jr.	12/17/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did Argan Inc (AGX) disclose for John R. Jeffrey, Jr.?

The filing shows that director John R. Jeffrey, Jr. acquired Argan Inc common stock through the conversion of time-based restricted stock units. On 12/14/2025, 856 shares of common stock were issued at $0 per share, and on 12/16/2025, an additional 1,844 shares were issued at $0 per share.

How many Argan Inc (AGX) shares did John R. Jeffrey, Jr. hold directly after the December 2025 transactions?

After the 12/14/2025 transaction, John R. Jeffrey, Jr. beneficially owned 5,412 Argan Inc common shares directly. Following the 12/16/2025 transaction, his directly held common stock increased to 7,256 shares.

What indirect holdings of Argan Inc (AGX) stock are reported for John R. Jeffrey, Jr.?

The report lists an indirect position of 8,000 Argan Inc common shares held through a John R. Jeffrey, IRA, separate from his directly owned shares.

What time-based restricted stock unit awards are referenced in the Argan Inc (AGX) Form 4?

Footnotes state that one three-year time-based restricted stock unit award was granted on December 14, 2023, under which 833 shares of common stock became issuable on 12/14/2025, adjusted for dividends. Another three-year award was granted on December 16, 2022, under which 1,750 shares became issuable on 12/16/2025, also adjusted for dividends.

How are the time-based restricted stock units for Argan Inc (AGX) classified in this report?

The time-based restricted stock units are reported as derivative securities. After the 12/14/2025 transaction, the form shows 3,114 such units beneficially owned, and after the 12/16/2025 transaction, it shows 1,364 time-based restricted stock units beneficially owned.

Were the Argan Inc (AGX) insider transactions open-market purchases?

No open-market purchase price is reported. Both common stock entries use transaction code M and show a price of $0 per share, indicating that the shares were received upon conversion of time-based restricted stock units rather than bought in the market.