Form 4: William Foudray Sells Shares, Granted Options at $30 and $50
Rhea-AI Filing Summary
William R. Foudray, a director of Air T Inc., reported transactions dated 08/11/2025. The filing shows a sale of 12,500 shares of Common Stock, reported as a disposition. On the same date he acquired two grants of stock options: 500 options with a $30 exercise price and 500 options with a $50 exercise price, each exercisable beginning 08/06/2026 and expiring 08/06/2045, corresponding to 500 underlying shares apiece.
An explanatory note clarifies that certain unexercisable options granted in December 2020 are subject to future vesting tied to price-based tranches and testing dates; after prior expirations the total amount of outstanding options from that grant series is 1,500. The form is signed 08/14/2025. The filing contains no revenue, earnings, or percentage ownership figures.
Positive
- Received long‑dated stock options (500 at $30 and 500 at $50) that align incentives with long‑term share performance
- Options exercisable in 2026 with 2045 expirations, indicating extended retention/incentive structure
Negative
- Disposition of 12,500 shares of Common Stock by a director, which reduces insider common holdings
Insights
TL;DR: Insider sold common stock and received new long-dated, price‑conditioned options; transactions are modest and provide limited immediate valuation signal.
The reported 12,500-share disposition is a straightforward sale reducing the director's direct common stock holding. Simultaneously, the director received two option grants (500 options at $30 and 500 at $50) exercisable in 2026 with 2045 expirations, which are long‑dated and therefore align incentives over an extended period. The explanatory note about December 2020 options indicates prior tranche expirations and a remaining 1,500 outstanding from that series; vesting remains contingent on future price tests. Without total shares outstanding or dollar values for the sale, the market impact and magnitude relative to holdings cannot be assessed from this filing alone.
TL;DR: Director-directed sale plus new option awards suggest routine compensation and ownership adjustment rather than a clear governance red flag.
The mix of a common stock disposition and option awards can reflect normal portfolio rebalancing and ongoing incentive grants. The new options are subject to multi-year exercisability and price conditions, which tie long‑term pay to share performance but add complexity to vesting outcomes. The disclosure notes prior tranche expirations tied to price hurdles, underscoring performance‑contingent vesting practices. No regulatory or compliance issues are evident in the report itself.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | Stock options | 500 | $0.00 | $0.00 |
| Grant/Award | Stock options | 500 | $0.00 | $0.00 |
| holding | Common Stock | -- | -- | -- |
Footnotes (1)
- F1. Cumulative amount does not include presently unexerciseable options granted in December 2020. Whether any of the unexerciseable options vest, and the amount that does vest, is tied to various price tranches (six per year) corresponding to future testing dates (June 30 of each year) and the achievement of our Common Stock trading at or above the exercise price for each applicable price tranche. In the event that the market price of our common stock does not reach or exceed the exercise price during the 60 days immediately preceding the applicable price tranche, 100% of the applicable options associated with that price tranche expire immediately. After expirations due to failures to reach the prior stated exercise prices, total amount currently outstanding is 1,500. For further details, see the Company's proxy statement filed July 3, 2025.
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