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AngioDynamics (NASDAQ: ANGO) CEO settles performance share grant

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

Rhea-AI Filing Summary

AngioDynamics Inc. President and CEO James C. Clemmer reported the vesting and settlement of a performance share grant on July 22, 2026. A 2023 target grant of 184,361 performance share units was settled based on multi-year performance, resulting in issuance of 52,358 shares of Common Stock and forfeiture of the remaining units. Of the issued shares, 26,728 were disposed of at $13.8200 per share to satisfy tax withholding obligations, with the balance retained as directly owned common stock.

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Insider Clemmer James C
Role President and CEO
Type Security Shares Price Value
Exercise Performance Right F3 184,361 $0.00 $0.00
Exercise Common Stock F1 52,358 $0.00 $0.00
Tax Withholding Common Stock F2 26,728 $13.82 $369K
Holdings After Transaction: Performance Right — 0 shares (Direct); Common Stock — 862,448 shares (Direct)
Footnotes (3)
  1. F1. This acquisition of 52,358 shares of Common Stock ("Common Stock") of AngioDynamics, Inc. ("AngioDynamics") represents shares acquired through the vesting and settlement of performance share units granted to the reporting person on July 19, 2023.
  2. F2. The exempt disposition of 26,728 shares of Common Stock of AngioDynamics was made to satisfy tax withholding obligations in connection with the pre-determined vesting of shares underlying performance share units granted to the reporting person on July 19, 2023.
  3. F3. On July 19, 2023, the reporting person received a target grant of 184,361 performance share units. Between 0% and 200% of the target number was to be earned based on achievement of pre-determined performance metrics for fiscal years 2024, 2025 and 2026 as determined by the compensation committee. In addition, 20% of the total shares earned could be awarded (or cancelled) based on total shareholder return relative to a peer group of companies over a three-year performance period in accordance with performance metrics. Based on performance over the period, 52,358 shares of Common Stock were issued to the reporting person under this grant and the remaining shares were forfeited.
Performance share units target 184,361 units Target grant received on July 19, 2023 tied to fiscal 2024–2026 metrics
Shares issued from grant 52,358 shares Common Stock issued to the CEO upon settlement of the performance share unit award
Shares withheld for taxes 26,728 shares Common Stock disposed of to satisfy tax withholding obligations on vesting
Tax withholding price $13.8200 per share Price per share used for the 26,728-share tax-withholding disposition
Maximum earnout range 0% to 200% Range of performance share units earnable based on fiscal 2024–2026 metrics
TSR adjustment portion 20% of total shares earned Portion of earned shares adjustable based on relative total shareholder return
performance share units financial
"represents shares acquired through the vesting and settlement of performance share units"
Performance share units are a type of company stock award given to employees that depend on the company meeting specific goals or targets. If these goals are achieved, the employee receives shares or the value of shares; if not, they may receive little or no compensation. This aligns employees’ interests with the company's success and encourages performance that benefits investors.
tax withholding obligations financial
"was made to satisfy tax withholding obligations in connection with the pre-determined vesting"
total shareholder return financial
"based on total shareholder return relative to a peer group of companies"
Total shareholder return is the overall gain an investor gets from owning a stock, combining changes in the share price plus any cash payouts like dividends, and assuming those payouts are reinvested in more shares. Investors use it like a single score that shows the true return on their investment—similar to checking both the growth of a savings account and the interest earned—to compare how well different companies or investments perform over time.
three-year performance period financial
"over a three-year performance period in accordance with performance metrics"

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

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Form 4 Insider Transactions: What Each Field Means →

FAQ

What insider transaction did AngioDynamics (ANGO) CEO James C. Clemmer report?
James C. Clemmer reported vesting of a performance share grant that issued 52,358 shares of Common Stock. The shares came from a 2023 award of 184,361 performance share units, with only the earned portion converting into stock and the remainder forfeited.

How many AngioDynamics (ANGO) shares were withheld for taxes in this Form 4?
To cover tax obligations, 26,728 shares of AngioDynamics Common Stock were disposed of at $13.8200 per share. The footnotes state this exempt disposition satisfied tax withholding related to the pre-determined vesting of the performance share unit award.

What was the size of the original performance share unit grant reported by ANGO?
The original performance grant to the CEO consisted of 184,361 performance share units. Footnotes explain that between 0% and 200% of this target could be earned based on fiscal 2024–2026 performance metrics and an additional relative total shareholder return adjustment.

How many AngioDynamics (ANGO) shares ultimately vested from the 2023 performance grant?
From the 2023 target of 184,361 performance share units, 52,358 shares of Common Stock were issued to James C. Clemmer. The remaining units under this grant were forfeited after the compensation committee assessed performance over the multi-year measurement period.

Over what period were ANGO’s performance metrics measured for this CEO award?
The performance share units referenced were tied to fiscal years 2024, 2025 and 2026. The award’s payout depended on achieving pre-determined performance metrics for these years, plus a three-year relative total shareholder return modifier affecting up to 20% of shares earned.
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*
Clemmer James C
(Last)(First)(Middle)
14 PLAZA DRIVE
(Street)
LATHAM NEW YORK 12110
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
ANGIODYNAMICS INC [ ANGO ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
President and CEO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
07/22/2026		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 Stock07/22/2026M52,358(1)A$0889,176D
Common Stock07/22/2026F26,728(2)D$13.82862,448D
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
Performance Right(3)07/22/2026M184,361 (3) (3)Common Stock184,361$00D
Explanation of Responses:
1. This acquisition of 52,358 shares of Common Stock ("Common Stock") of AngioDynamics, Inc. ("AngioDynamics") represents shares acquired through the vesting and settlement of performance share units granted to the reporting person on July 19, 2023.
2. The exempt disposition of 26,728 shares of Common Stock of AngioDynamics was made to satisfy tax withholding obligations in connection with the pre-determined vesting of shares underlying performance share units granted to the reporting person on July 19, 2023.
3. On July 19, 2023, the reporting person received a target grant of 184,361 performance share units. Between 0% and 200% of the target number was to be earned based on achievement of pre-determined performance metrics for fiscal years 2024, 2025 and 2026 as determined by the compensation committee. In addition, 20% of the total shares earned could be awarded (or cancelled) based on total shareholder return relative to a peer group of companies over a three-year performance period in accordance with performance metrics. Based on performance over the period, 52,358 shares of Common Stock were issued to the reporting person under this grant and the remaining shares were forfeited.
/s/ Lawrence T. Weiss, as Attorney in Fact07/24/2026
** 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