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AstroNova (ALOT) chair’s merger cash-out leaves him with zero shares

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Form Type
4

Rhea-AI Filing Summary

AstroNova, Inc. (ALOT) reports that Executive Chair Darius G. Nevin disposed of his equity holdings in connection with a merger. On 2026-08-26, he returned 4,313 shares of common stock to the issuer at $29.00 per share and cancelled a fully vested stock option for 30,000 shares with a $11.10 exercise price. Under the merger agreement, that option cancellation yielded an aggregate cash payment of $537,000, based on the $29.00 per-share Merger Consideration. Following these transactions, his reported direct holdings in these securities are 0 shares.

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Insider NEVIN DARIUS G
Role Executive Chair
Type Security Shares Price Value
Disposition Stock Option (Right to Purchase) F2 30,000 $17.90 $537K
Disposition Common Stock F1 4,313 $29.00 $125K
Holdings After Transaction: Stock Option (Right to Purchase) — 0 shares (Direct); Common Stock — 0 shares (Direct)
Footnotes (2)
  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. Stock Option originally granted on July 23, 2025, which became fully vested on January 23, 2026, and was cancelled on the Transaction Date as provided for in the Merger Agreement in exchange for an aggregate cash payment of $537,000, representing an amount equal to the product of: (i) the aggregate number of shares of the Company's common stock, par value $0.05 per share (the "Common Stock") subject to such Stock Option multiplied by (ii) the excess, if any, of $29.00 (the "Merger Consideration") over the per share exercise price under such Stock Option.
Common stock disposed 4,313 shares Disposition to issuer on 2026-08-26 at $29.00 per share pursuant to merger
Disposition price for common stock $29.00 per share Merger Consideration used for 4,313 common shares disposed to issuer
Stock option shares cancelled 30,000 shares Fully vested stock option cancelled on 2026-08-26 under Merger Agreement
Stock option exercise price $11.10 per share Exercise price of Stock Option (Right to Purchase) cancelled in merger
Aggregate cash payment for cancelled option $537,000 Cash paid for cancellation of 30,000-share option based on $29.00 Merger Consideration
Option expiration date July 23, 2035 Original expiration date of cancelled stock option
Shares held after transactions 0 shares Total shares following transaction for both reported common stock and option positions
Agreement and Plan of Merger regulatory
"Disposed of pursuant to that certain Agreement and Plan of Merger, dated as of June"
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.
Merger Consideration financial
"excess, if any, of $29.00 (the "Merger Consideration") over the per share"
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.
Stock Option (Right to Purchase) financial
"Stock Option (Right to Purchase) originally granted on July 23, 2025"
disposition to issuer financial
"transaction_action": "issuer disposition""

FAQ

What did ALOT Executive Chair Darius G. Nevin report on this Form 4?

He reported dispositions of 4,313 shares of AstroNova common stock at $29.00 per share and the cancellation of a fully vested stock option for 30,000 shares, both carried out pursuant to an Agreement and Plan of Merger involving AstroNova.

What consideration did Darius G. Nevin receive for his cancelled AstroNova (ALOT) stock option?

For the cancelled option on 30,000 shares with an $11.10 exercise price, he received an aggregate cash payment of $537,000, calculated using the $29.00 per-share Merger Consideration minus the exercise price, multiplied by the option shares.

What was the per-share value used for Darius G. Nevin’s AstroNova (ALOT) common stock in this Form 4?

The common stock disposition used a per-share value of $29.00, identified in the filing as the Merger Consideration under the Agreement and Plan of Merger among AstroNova, the merger parent, and the merger subsidiary.

What are Darius G. Nevin’s reported AstroNova (ALOT) holdings after these transactions?

After the August 26, 2026 transactions, the Form 4 shows total shares following each transaction as 0 shares for both the reported common stock position and the reported stock option position.

What is the expiration date and exercise price of the cancelled AstroNova (ALOT) stock option?

The cancelled stock option originally had an $11.10 per-share exercise price and an expiration date of July 23, 2035. It had been granted on July 23, 2025 and became fully vested on January 23, 2026 before being cancelled in the merger.

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

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Learn about SEC filing dates
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
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*
NEVIN DARIUS G

(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)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Executive Chair
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/26/2026
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
Common Stock08/26/2026D4,313D$29(1)0D
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
Stock Option (Right to Purchase)$11.108/26/2026D30,000 (2)07/23/2035Common Stock30,000$17.90D
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. Stock Option originally granted on July 23, 2025, which became fully vested on January 23, 2026, and was cancelled on the Transaction Date as provided for in the Merger Agreement in exchange for an aggregate cash payment of $537,000, representing an amount equal to the product of: (i) the aggregate number of shares of the Company's common stock, par value $0.05 per share (the "Common Stock") subject to such Stock Option multiplied by (ii) the excess, if any, of $29.00 (the "Merger Consideration") over the per share exercise price under such Stock Option.
/s/ Daniel Clevenger, by Power of Attorney08/26/2026
** 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)