Airgain (NASDAQ: AIRG) director receives RSUs and stock options

Rhea-AI Filing Summary

Airgain, Inc. director Arthur M. Toscanini reported equity awards in the form of restricted stock units (RSUs) and stock options. He acquired 7,257 shares of common stock on February 2, 2026, representing RSUs that each convert into one share, at a grant price of $0. Following this, he beneficially owned 112,992 shares of common stock, including RSUs. He was also granted a stock option for 12,660 shares at an exercise price of $4.27 per share, with all option shares and RSUs scheduled to vest 100% on February 2, 2027, subject to his continued service. The option expires on February 1, 2036, and all reported holdings are listed as directly owned.

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^*

Toscanini Arthur M.

(Last) (First) (Middle)

C/O AIRGAIN, INC.

3611 VALLEY CENTRE DRIVE, SUITE 150

(Street)

SAN DIEGO CA 92130

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
AIRGAIN INC [ AIRG ]

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)
02/02/2026

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	02/02/2026		A		7,257(1)	A	$0	112,992(2)	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
Stock Option (Right to Buy)	$4.27	02/02/2026		A		12,660		02/02/2027(3)	02/01/2036	Common Stock	12,660	$0	12,660	D

Explanation of Responses:

1. Represents restricted stock units (RSUs). Each RSU represents a contingent right to receive one share of the Issuer's common stock. 100% of the RSUs vest on February 2, 2027, subject to the Reporting Person's continued service to the Issuer through such vesting date.

2. Includes RSUs.

3. The option is exercisable as it vests. 100% of the shares subject to the option vest on the stated exercisable date, subject to the Reporting Person's continued service with the Issuer through such vesting date.

	/s/ Michael Elbaz, as attorney-in-fact	02/04/2026
	** 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.

FAQ

What insider transaction did AIRGAIN INC (AIRG) report for Arthur M. Toscanini?

Airgain director Arthur M. Toscanini reported receiving equity awards on February 2, 2026. He acquired 7,257 common shares via RSUs and a stock option for 12,660 shares, both granted at no upfront cost, as part of his director compensation package.

How many Airgain (AIRG) shares does Arthur M. Toscanini beneficially own after this Form 4?

After the reported transactions, Arthur M. Toscanini beneficially owns 112,992 shares of Airgain common stock. This figure includes restricted stock units, which each represent a contingent right to receive one share upon vesting, assuming continued service through the vesting date.

What are the key terms of the stock option granted to the Airgain (AIRG) director?

The Airgain director received a stock option for 12,660 shares at an exercise price of $4.27 per share. The option vests 100% on February 2, 2027, subject to continued service, and carries an expiration date of February 1, 2036, if not exercised earlier.

When do Arthur M. Toscanini’s Airgain (AIRG) RSUs vest?

All 7,257 restricted stock units granted to Arthur M. Toscanini vest 100% on February 2, 2027. Each RSU converts into one share of Airgain common stock, contingent on his continued service with the company through that vesting date, as specified in the award terms.

Are the reported Airgain (AIRG) equity awards to the director direct or indirect holdings?

The Form 4 lists all reported holdings and transactions as directly owned by Arthur M. Toscanini. Both the common stock, including RSUs, and the 12,660-share stock option are classified under direct ownership, with no separate entity or indirect ownership vehicle disclosed.

Did Arthur M. Toscanini pay cash for the Airgain (AIRG) RSUs and stock option grant?

The filing shows a price of $0 for the 7,257 RSUs and for the acquisition of the 12,660-share option. This indicates these equity awards were granted as compensation, with no cash paid at grant, though the option requires $4.27 per share to exercise in the future.