AstroNova CEO gets $3,792,475 RSU cash-out in merger

Rhea-AI Filing Summary

AstroNova, Inc. (ALOT) disclosed that Chief Executive Officer Jorik Ittmann disposed of his equity interests in connection with a transaction under an Agreement and Plan of Merger dated June 16, 2026 among AstroNova, Orion Merger Parent, Inc. and Orion MergerCo X, Inc.

On August 26, 2026, Ittmann returned 2,581.1021 shares of Common Stock to the issuer and had four grants of Restricted Stock Units covering 2,334, 3,018, 130,775 and 13,115 underlying shares become fully vested and cancelled in exchange for aggregate cash payments of $67,686, $87,522, $3,792,475 and $380,335, respectively, each based on the Merger Consideration of $29.00 per share.

Insider Trade Summary

Disposition: 151,823.1021 shares

Disposition 5 txns

Insider Ittmann Jorik

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Disposition	Restricted Stock Units F2	2,334	$29.00	$68K
Disposition	Restricted Stock Units F3	3,018	$29.00	$88K
Disposition	Restricted Stock Units F4	130,775	$29.00	$3.79M
Disposition	Restricted Stock Units F5	13,115	$29.00	$380K
Disposition	Common Stock F1	2,581.1021	$29.00	$75K

Holdings After Transaction: Restricted Stock Units — 0 contracts (Direct); Common Stock — 0 shares (Direct)

Footnotes (5)

1. F1. Disposed of pursuant to that certain Agreement and Plan of Merger, dated as of June 16, 2026, by and among AstroNova, Inc. (the "Company"), Orion Merger Parent, Inc. ("Parent"), and Orion MergerCo X, Inc., a wholly owned subsidiary of Parent (as it may be amended from time to time, the "Merger Agreement").
2. F2. Restricted Stock Units originally granted on September 10, 2024, which became fully vested and were cancelled on the Transaction Date as provided for in the Merger Agreement in exchange for an aggregate cash payment of $67,686, representing an amount equal to the number of shares of Common Stock underlying such Restricted Stock Units multiplied by the Merger Consideration.
3. F3. Restricted Stock Units originally granted on April 14, 2025, which became fully vested and were cancelled on the Transaction Date as provided for in the Merger Agreement in exchange for an aggregate cash payment of $87,522, representing an amount equal to the number of shares of Common Stock underlying such Restricted Stock Units multiplied by the Merger Consideration.
4. F4. Restricted Stock Units originally granted on August 15, 2025, which became fully vested and were cancelled on the Transaction Date as provided for in the Merger Agreement in exchange for an aggregate cash payment of $3,792,475, representing an amount equal to the number of shares of Common Stock underlying such Restricted Stock Units multiplied by the Merger Consideration.
5. F5. Restricted Stock Units originally granted on February 26, 2026, which became fully vested and were cancelled on the Transaction Date as provided for in the Merger Agreement in exchange for an aggregate cash payment of $380,335, representing an amount equal to the number of shares of Common Stock underlying such Restricted Stock Units multiplied by the Merger Consideration.

Key Figures

Common Stock disposed: 2,581.1021 shares RSU grant (September 10, 2024) underlying shares: 2,334 shares Cash payment for September 10, 2024 RSUs: $67,686 +5 more

8 metrics

Common Stock disposed 2,581.1021 shares Shares of Common Stock returned to AstroNova on August 26, 2026 pursuant to the Merger Agreement

RSU grant (September 10, 2024) underlying shares 2,334 shares RSUs vested and cancelled on Transaction Date in exchange for $67,686 cash

Cash payment for September 10, 2024 RSUs $67,686 Aggregate cash equal to underlying shares multiplied by the Merger Consideration

RSU grant (April 14, 2025) underlying shares 3,018 shares RSUs vested and cancelled on Transaction Date in exchange for $87,522 cash

Cash payment for April 14, 2025 RSUs $87,522 Aggregate cash equal to underlying shares multiplied by the Merger Consideration

RSU grant (August 15, 2025) underlying shares 130,775 shares RSUs vested and cancelled on Transaction Date in exchange for $3,792,475 cash

Cash payment for August 15, 2025 RSUs $3,792,475 Aggregate cash equal to underlying shares multiplied by the Merger Consideration

Cash payment for February 26, 2026 RSUs $380,335 RSUs vested and cancelled on Transaction Date based on Merger Consideration

Key Terms

Agreement and Plan of Merger, Restricted Stock Units, Merger Consideration, Transaction Date, +1 more

5 terms

Agreement and Plan of Merger regulatory

"Disposed of pursuant to that certain Agreement and Plan of Merger, dated as of"

An Agreement and Plan of Merger is a formal document where two companies agree to combine into one, outlining how the process will happen. It’s like a step-by-step plan for merging, and it matters because it shows both sides have agreed on the details before the official transition takes place.

Restricted Stock Units financial

"Restricted Stock Units originally granted on September 10, 2024, which became"

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.

Merger Consideration financial

"representing an amount equal to the number of shares of Common Stock underlying such Restricted Stock Units multiplied by the Merger Consideration"

Merger consideration is the total payment a company or buyer offers to shareholders of a target company in exchange for combining the two businesses, and can include cash, shares in the surviving company, debt assumption, or a mix of these. Investors care because the form and amount affect the deal’s value, tax consequences, immediate cash received versus future ownership, and the risk and upside of holding new shares — similar to choosing between cash now or stock that could grow later.

Transaction Date financial

"which became fully vested and were cancelled on the Transaction Date as provided"

Disposition to issuer financial

"transaction_code_description": "Disposition to issuer""

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did AstroNova (ALOT) report for CEO Jorik Ittmann?

AstroNova reported that CEO Jorik Ittmann disposed of his equity interests on August 26, 2026, returning 2,581.1021 Common shares to the issuer and having multiple Restricted Stock Unit awards vested and cancelled for cash under a merger agreement.

How many AstroNova (ALOT) Common shares did the CEO surrender in this Form 4?

CEO Jorik Ittmann disposed of 2,581.1021 shares of Common Stock on August 26, 2026. The disposition was made to AstroNova pursuant to an Agreement and Plan of Merger involving the company and Orion Merger Parent, Inc.

What happened to the AstroNova (ALOT) Restricted Stock Units held by the CEO?

Four grants of Restricted Stock Units held by the CEO, covering 2,334, 3,018, 130,775 and 13,115 underlying shares, became fully vested and were cancelled on August 26, 2026 in exchange for cash payments based on the Merger Consideration.

What cash amounts did the AstroNova (ALOT) CEO receive for cancelled RSUs?

For the cancelled RSUs, the CEO received aggregate cash payments of $67,686, $87,522, $3,792,475 and $380,335, each equal to the number of underlying shares multiplied by the Merger Consideration of $29.00 per share.

What merger agreement is referenced in this AstroNova (ALOT) Form 4 filing?

The transactions occurred under an Agreement and Plan of Merger dated June 16, 2026 among AstroNova, Inc., Orion Merger Parent, Inc. and Orion MergerCo X, Inc., a wholly owned subsidiary of Orion Merger Parent, Inc.

Was the AstroNova (ALOT) CEO’s Form 4 transaction under a Rule 10b5-1 plan?

No. The filing indicates the Rule 10b5-1 checkbox is not marked, and there is no footnote stating the transactions were executed pursuant to a pre-arranged trading plan.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 08/26/2026 - 05:09 PM EDT Accepted by SEC EDGAR 08/26/2026 - 05:09 PM EDT 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

X

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^*

Ittmann Jorik

(Last) (First) (Middle)

C/O ASTRONOVA, INC.

600 EAST GREENWICH AVENUE

(Street)

WEST WARWICK RHODE ISLAND 02893

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
AstroNova, Inc. [ ALOT ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/26/2026

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

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	08/26/2026		D		2,581.1021	D	$29(1)	0	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	08/26/2026		D			2,334	(2)	(2)	Common Stock	2,334	$29	0	D
Restricted Stock Units	$0	08/26/2026		D			3,018	(3)	(3)	Common Stock	3,018	$29	0	D
Restricted Stock Units	$0	08/26/2026		D			130,775	(4)	(4)	Common Stock	130,775	$29	0	D
Restricted Stock Units	$0	08/26/2026		D			13,115	(5)	(5)	Common Stock	13,115	$29	0	D

Explanation of Responses:

1. Disposed of pursuant to that certain Agreement and Plan of Merger, dated as of June 16, 2026, by and among AstroNova, Inc. (the "Company"), Orion Merger Parent, Inc. ("Parent"), and Orion MergerCo X, Inc., a wholly owned subsidiary of Parent (as it may be amended from time to time, the "Merger Agreement").

2. Restricted Stock Units originally granted on September 10, 2024, which became fully vested and were cancelled on the Transaction Date as provided for in the Merger Agreement in exchange for an aggregate cash payment of $67,686, representing an amount equal to the number of shares of Common Stock underlying such Restricted Stock Units multiplied by the Merger Consideration.

3. Restricted Stock Units originally granted on April 14, 2025, which became fully vested and were cancelled on the Transaction Date as provided for in the Merger Agreement in exchange for an aggregate cash payment of $87,522, representing an amount equal to the number of shares of Common Stock underlying such Restricted Stock Units multiplied by the Merger Consideration.

4. Restricted Stock Units originally granted on August 15, 2025, which became fully vested and were cancelled on the Transaction Date as provided for in the Merger Agreement in exchange for an aggregate cash payment of $3,792,475, representing an amount equal to the number of shares of Common Stock underlying such Restricted Stock Units multiplied by the Merger Consideration.

5. Restricted Stock Units originally granted on February 26, 2026, which became fully vested and were cancelled on the Transaction Date as provided for in the Merger Agreement in exchange for an aggregate cash payment of $380,335, representing an amount equal to the number of shares of Common Stock underlying such Restricted Stock Units multiplied by the Merger Consideration.

	/s/ Daniel Clevenger, by Power of Attorney	08/26/2026
	** 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.
* Form 4: SEC 1474 (03-26)