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CEO equity awards at Agilysys Inc (AGYS) tied to $105–$135 stock goals

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

SRINIVASAN RAMESH reported acquisition or exercise transactions in this Form 4 filing.

Agilysys Inc reported two equity awards to President & CEO Ramesh Srinivasan on June 18, 2026, totaling 78,270 restricted stock units, each representing one share of common stock. One 39,135-unit grant vests over time starting June 18, 2028, while another 39,135-unit grant vests only if stock-price hurdles of $105, $120 and $135 are met over 20 consecutive trading days, followed by scheduled quarterly installments, all subject to continued employment.

Positive

  • None.

Negative

  • None.
Insider SRINIVASAN RAMESH
Role President & CEO
Type Security Shares Price Value
Grant/Award Restricted Stock Units F1, F2 39,135 $0.00 $0.00
Grant/Award Restricted Stock Units F1, F3 39,135 $0.00 $0.00
Holdings After Transaction: Restricted Stock Units — 78,270 shares (Direct)
Footnotes (3)
  1. F1. Each restricted stock unit represents a contingent right to receive one share of common stock of Agilysys, Inc.
  2. F2. As disclosed by the issuer in its Current Report on Form 8-K filed on June 22, 2026, 26,220 units shall vest on June 18, 2028, and 12,915 units shall vest in four equal quarterly installments on each 90th day following June 18, 2028, subject in each case to continued employment through each applicable vesting date.
  3. F3. As disclosed by the issuer in its Current Report on Form 8-K filed on June 22, 2026, these units are subject to the Issuer's common stock maintaining a volume weighted price for 20 consecutive trading days as follows: 13,045 are subject to a $105 per share price; 13,045 are subject to a $120 per share price; and 13,045 units are subject to a $135 per share price. If achieved prior to June 18, 2028, 67% of the units achieving the price will vest on June 18, 2028, and the remaining 33% will vests in four equal quarterly installments thereafter; if achieved on or after June 18, 2028, 67% of the units achieving the price will vest on the next business day, and the remaining 33% will vests in equal quarterly installments until June 18, 2029; subject in each case to continued employment on the vesting date.
Total RSUs granted 78,270 units Two grants to President & CEO Ramesh Srinivasan on June 18, 2026
Time-based RSUs grant size 39,135 units Vests beginning June 18, 2028, then in four quarterly installments
Performance-based RSUs grant size 39,135 units Subject to stock price hurdles and subsequent scheduled vesting
Initial time-based vesting tranche 26,220 units Vest on June 18, 2028, subject to continued employment
Subsequent time-based vesting tranche 12,915 units Vest in four equal quarterly installments after June 18, 2028
Price hurdle 1 $105 per share Volume weighted price for 20 consecutive trading days for 13,045 units
Price hurdle 2 $120 per share Volume weighted price for 20 consecutive trading days for 13,045 units
Price hurdle 3 $135 per share Volume weighted price for 20 consecutive trading days for 13,045 units
Restricted Stock Units financial
"The security awarded is described as Restricted Stock Units representing common stock."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
volume weighted price financial
"Units are subject to the common stock maintaining a volume weighted price for 20 days."
Current Report on Form 8-K regulatory
"Terms are described as disclosed in a Current Report on Form 8-K filed June 22, 2026."
A current report on Form 8-K is a document that publicly traded companies file to promptly share important news or events that could affect their financial position or stock price, such as major business changes or legal issues. It helps investors stay informed about timely developments, allowing them to make better decisions about buying or selling shares.

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FAQ

What equity awards did Agilysys (AGYS) grant to CEO Ramesh Srinivasan on June 18, 2026?
Agilysys granted CEO Ramesh Srinivasan 78,270 restricted stock units on June 18, 2026, in two equal 39,135-unit awards. Each unit represents one share of common stock and vests based on a mix of time and stock-price performance conditions.

How are the time-based restricted stock units for Agilysys (AGYS) CEO structured?
One grant of 39,135 restricted stock units is time-based. 26,220 units vest on June 18, 2028, and 12,915 units vest in four equal quarterly installments every 90 days thereafter, subject to continued employment on each vesting date.

What performance conditions apply to the performance-based RSUs at Agilysys (AGYS)?
A second 39,135-unit award vests only if Agilysys common stock maintains a volume weighted price for 20 consecutive trading days at $105, $120 and $135, with 13,045 units tied to each price level and staged vesting once achieved.

How do the performance-based RSUs for Agilysys (AGYS) CEO vest once price targets are achieved?
For each price target met, 67% of the corresponding units vest on a specified date and the remaining 33% vest in four equal quarterly installments, with timing depending on whether the target is achieved before or on/after June 18, 2028, and subject to continued employment.

Were the Agilysys (AGYS) CEO RSU grants made under a Rule 10b5-1 trading plan?
The report’s Rule 10b5-1 checkbox is not marked, and no footnote describes a pre-arranged trading plan. This indicates the reported RSU grants were not designated as being made pursuant to a Rule 10b5-1 trading arrangement.
SEC Form 4
FORM 4UNITED 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*
SRINIVASAN RAMESH
(Last)(First)(Middle)
3655 BROOKSIDE PARKWAY
SUITE 300
(Street)
ALPHARETTA GEORGIA 30022
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
AGILYSYS INC [ AGYS ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
President & CEO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/18/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(1)06/18/2026A39,135 (2) (2)Common Stock39,135$039,135D
Restricted Stock Units(1)06/18/2026A39,135 (3) (3)Common Stock39,135$039,135D
Explanation of Responses:
1. Each restricted stock unit represents a contingent right to receive one share of common stock of Agilysys, Inc.
2. As disclosed by the issuer in its Current Report on Form 8-K filed on June 22, 2026, 26,220 units shall vest on June 18, 2028, and 12,915 units shall vest in four equal quarterly installments on each 90th day following June 18, 2028, subject in each case to continued employment through each applicable vesting date.
3. As disclosed by the issuer in its Current Report on Form 8-K filed on June 22, 2026, these units are subject to the Issuer's common stock maintaining a volume weighted price for 20 consecutive trading days as follows: 13,045 are subject to a $105 per share price; 13,045 are subject to a $120 per share price; and 13,045 units are subject to a $135 per share price. If achieved prior to June 18, 2028, 67% of the units achieving the price will vest on June 18, 2028, and the remaining 33% will vests in four equal quarterly installments thereafter; if achieved on or after June 18, 2028, 67% of the units achieving the price will vest on the next business day, and the remaining 33% will vests in equal quarterly installments until June 18, 2029; subject in each case to continued employment on the vesting date.
/s/ Kyle C. Badger, Attorney-in-Fact08/07/2026
** Signature of Reporting PersonDate
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)

Source: View Original Filing on SEC EDGAR