AGYS CTO reports RSU vesting and 497-share sell-to-cover

Rhea-AI Filing Summary

Agilysys, Inc. (AGYS) reported insider equity activity by its CTO on a Form 4. On 10/31/2025, 723 Restricted Stock Units vested and converted into common stock (transaction code M). On 11/03/2025, 497 shares were sold at $124.64 in a transaction noted as a sell-to-cover for withholding taxes.

Following these transactions, 24,031 shares of common stock were held direct. The filing also lists 1,446 RSUs beneficially owned following the vesting event. A conversion price of $0 is shown for the RSUs, and the acquisition price recorded for the common shares from the RSU vesting was $125.46.

Insider Trade Summary

Exercise and sale activity reported; no spread calculated

Exercise and Sale 3 txns

Insider Shivashankar Sethuram

Role CTO

Sold 497 shs ($62K)

Approx. gross sale proceeds $62K

Approx. exercise cost $0.00

Type	Security	Shares	Price	Value
Sale	Common Stock	497	$124.64	$62K
Exercise	Restricted Stock Units	723	$0.00	$0.00
Exercise	Common Stock	723	$125.46	$91K

Holdings After Transaction: Restricted Stock Units — 1,446 shares (Direct); Common Stock — 24,031 shares (Direct)

Footnotes (1)

1. F1. Shares sold to fund withholding tax obligations arising from the vesting of Restricted Stock Units on October 31, 2025 (sell to cover).

FAQ

What insider transaction did AGYS report on this Form 4?

723 RSUs vested and converted to common stock on 10/31/2025, and 497 shares were sold on 11/03/2025 to cover taxes.

How many AGYS shares does the reporting person hold after the transactions?

24,031 shares of common stock, held direct, following the reported transactions.

What prices were recorded for the AGYS transactions?

The RSU-related common stock entry shows $125.46, and the sale was at $124.64 per share.

How many RSUs remain after the AGYS vesting event?

1,446 RSUs were beneficially owned following the vesting on 10/31/2025.

What role does the reporting person hold at AGYS?

The reporting person is an Officer (CTO) of Agilysys, Inc.

Was the share sale identified as a sell-to-cover for taxes?

Yes. The filing states the 497-share sale was to fund withholding tax obligations from the 10/31/2025 RSU vesting.

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 11/04/2025 - 06:23 PM 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^*

Shivashankar Sethuram

(Last) (First) (Middle)

3655 BROOKSIDE PARKWAY

SUITE 300

(Street)

ALPHARETTA GA 30022

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
AGILYSYS INC [ AGYS ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
10/31/2025

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	10/31/2025		M		723	A	$125.46	24,528	D
Common Stock	11/03/2025		S(1)		497	D	$124.64	24,031	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
Restricted Stock Units	$0	10/31/2025		M			723	10/31/2025	10/31/2025	Common Stock	723	$0	1,446	D

Explanation of Responses:

1. Shares sold to fund withholding tax obligations arising from the vesting of Restricted Stock Units on October 31, 2025 (sell to cover).

	/s/ Kyle C. Badger, Attorney-in-Fact	11/04/2025
	** 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.
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