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  4. [Form 4] APOGEE ENTERPRISES, INC. Insider Trading Activity

Apogee Enterprises (NASDAQ: APOG) director granted deferred and phantom stock units

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

Rhea-AI Filing Summary

POMPA MARK A reported acquisition or exercise transactions in this Form 4 filing.

APOGEE ENTERPRISES, INC. director Mark A. Pompa received routine equity-based compensation in the form of derivative awards. He was granted 147 deferred restricted stock units and 60 phantom stock units, each tied 1-for-1 to shares of common stock at a reference price of $45.74 per unit.

Following these grants, Pompa holds 27,728 deferred restricted stock units and 10,135 phantom stock units. Both types of units were allocated under the company’s non-employee director compensation and stock plans and will be settled in common shares after his Board service ends or upon other plan-specified events.

Positive

  • None.

Negative

  • None.
Insider POMPA MARK A
Role null
Type Security Shares Price Value
Grant/Award Phantom Stock Units 60 $45.74 $3K
Grant/Award Deferred Restricted Stock Units 147 $45.74 $7K
Holdings After Transaction: Phantom Stock Units — 10,135 shares (Direct, null); Deferred Restricted Stock Units — 27,728 shares (Direct, null)
Footnotes (1)
  1. The phantom stock units were allocated under the Deferred Compensation Plan for Non-Employee Directors. The phantom stock units will be settled in shares of common stock following the director's termination from the Board in accordance with the election of the reporting person, or following the occurance of other events specified in the Plan. Settled 1-for-1. Additional phantom stock units acquired pursuant to a dividend equivalent reinvestment feature of the Deferred Compensation Plan for Non-Employee Directors. The deferred restricted stock units were allocated under the 2009 Non-Employee Director Stock Incentive Plan and the 2019 Non-Employee Director Stock Plan. The deferred restricted stock units will be settled in shares of common stock following the director's termination from the Board in accordance with the election of the reporting person, or following the occurance of other events specified in the Plan. Additional deferred restricted stock units acquired pursuant to a dividend equivalent reinvestment feature of the 2009 Non-Employee Director Stock Incentive Plan and the 2019 Non-Employee Director Stock Plan.
Deferred restricted stock units granted 147 units Grant on 2026-06-30 at $45.74 reference price
Phantom stock units granted 60 units Grant on 2026-06-30 at $45.74 reference price
Deferred restricted stock units held 27,728 units Holdings following 2026-06-30 transaction
Phantom stock units held 10,135 units Holdings following 2026-06-30 transaction
Grant price reference $45.74 per unit Price per unit used for June 30, 2026 awards
phantom stock units financial
"The phantom stock units were allocated under the Deferred Compensation Plan for Non-Employee Directors."
Phantom stock units are company promises that pay a cash or stock-equivalent award tied to the firm’s share price or value growth, but they do not issue actual shares. Think of them as a bonus check that moves with the stock like a mirror rather than handing over an ownership slice. Investors care because these awards can affect a company’s future cash obligations, executive incentives and reported expenses without causing share dilution.
Deferred Compensation Plan for Non-Employee Directors financial
"The phantom stock units were allocated under the Deferred Compensation Plan for Non-Employee Directors."
deferred restricted stock units financial
"The deferred restricted stock units were allocated under the 2009 Non-Employee Director Stock Incentive Plan and the 2019 Non-Employee Director Stock Plan."
Deferred restricted stock units are promises by a company to give employees or executives company shares at a future date, subject to conditions like continued employment or performance targets; the delivery and tax event are intentionally delayed. They matter to investors because they affect when new shares may be issued and how executives are motivated—like a paycheck held in escrow that vests over time, influencing potential share dilution and management behavior.
dividend equivalent reinvestment financial
"Additional phantom stock units acquired pursuant to a dividend equivalent reinvestment feature of the Deferred Compensation Plan for Non-Employee Directors."
Non-Employee Director Stock Incentive Plan financial
"The deferred restricted stock units were allocated under the 2009 Non-Employee Director Stock Incentive Plan and the 2019 Non-Employee Director Stock Plan."
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Form 4 Insider Transactions: What Each Field Means →
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*
POMPA MARK A
(Last)(First)(Middle)
C/O APOGEE ENTERPRISES, INC.
4400 WEST 78TH STREET, SUITE 520
(Street)
MINNEAPOLIS MINNESOTA 55435
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
APOGEE ENTERPRISES, INC. [ APOG ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/30/2026		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
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
Phantom Stock Units(1)(2)06/30/2026A(3)60 (1) (1)Common Stock60$45.7410,135D
Deferred Restricted Stock Units(4)(2)06/30/2026A(5)147 (4) (4)Common Stock147$45.7427,728D
Explanation of Responses:
1. The phantom stock units were allocated under the Deferred Compensation Plan for Non-Employee Directors. The phantom stock units will be settled in shares of common stock following the director's termination from the Board in accordance with the election of the reporting person, or following the occurance of other events specified in the Plan.
2. Settled 1-for-1.
3. Additional phantom stock units acquired pursuant to a dividend equivalent reinvestment feature of the Deferred Compensation Plan for Non-Employee Directors.
4. The deferred restricted stock units were allocated under the 2009 Non-Employee Director Stock Incentive Plan and the 2019 Non-Employee Director Stock Plan. The deferred restricted stock units will be settled in shares of common stock following the director's termination from the Board in accordance with the election of the reporting person, or following the occurance of other events specified in the Plan.
5. Additional deferred restricted stock units acquired pursuant to a dividend equivalent reinvestment feature of the 2009 Non-Employee Director Stock Incentive Plan and the 2019 Non-Employee Director Stock Plan.
Remarks:
/s/Bryan A. Welp, Attorney-in-Fact for Mark A. Pompa07/02/2026
** 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

FAQ

What insider transactions did APOG director Mark A. Pompa report on this Form 4?

Mark A. Pompa reported acquiring equity-based awards, not buying shares in the market. He received 147 deferred restricted stock units and 60 phantom stock units linked 1-for-1 to Apogee Enterprises common stock as part of non-employee director compensation plans.

Are the APOG Form 4 transactions open-market purchases or routine grants?

The transactions are routine grants, not open-market trades. Both awards are coded as acquisitions of derivative securities under compensation and stock plans for non-employee directors, reflecting ongoing board compensation rather than discretionary buying or selling of Apogee Enterprises common stock.

How many deferred restricted stock units does APOG director Pompa hold after these grants?

After the latest grant, Mark A. Pompa holds 27,728 deferred restricted stock units. These units were allocated under Apogee’s 2009 and 2019 Non-Employee Director Stock Plans and will eventually settle in an equivalent number of Apogee Enterprises common shares when plan conditions are met.

What are phantom stock units in the Apogee Enterprises (APOG) director plan?

Phantom stock units are bookkeeping entries that mirror Apogee’s common stock value. Under the Deferred Compensation Plan for Non-Employee Directors, they accumulate, including dividend equivalents, and will be settled 1-for-1 in common shares after a director leaves the Board or upon other plan events.

When will Mark A. Pompa’s APOG phantom and deferred stock units convert into common shares?

The units convert into common shares after Pompa’s termination from the Board or certain other events defined in the plans. Both phantom stock units and deferred restricted stock units are designed to be settled in Apogee common stock according to his elections and specific plan provisions.