Astec Industries (NASDAQ: ASTE) CEO receives stock and phantom awards

Rhea-AI Filing Summary

Astec Industries Chief Executive Officer Jaco van der Merwe reported routine equity-based compensation transactions. He received a grant of 121 shares of Common Stock, described as dividend equivalents earned on prior RSU grant awards, bringing his direct common share holdings to 113,237 shares.

He also acquired 3.5961 shares of Phantom Stock under Astec's supplemental executive retirement plan, increasing his phantom stock balance to 1,399.3396 units. Each phantom stock unit represents the right to receive the cash value of one share of Astec common stock, payable after his service as an officer ends.

Insights

Equity compensation analyst

CEO receives small routine equity and phantom stock awards.

Astec Industries’ CEO, Jaco van der Merwe, acquired 121 common shares as dividend equivalents on prior RSU grants and 3.5961 phantom stock units under the supplemental executive retirement plan. Both awards carry a zero dollar price, indicating non-cash compensation grants rather than market purchases.

The transactions are modest relative to his post-transaction holdings of 113,237 common shares and 1,399.3396 phantom stock units, suggesting routine compensation rather than a directional bet on the stock. Payout of the phantom stock occurs after his officer service ends, so economic impact unfolds over a long horizon.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Merwe Jaco van der

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Grant/Award	Phantom Stock	3.596	$0.00	--
Grant/Award	Common Stock	121	$0.00	--

Holdings After Transaction: Phantom Stock — 1,399.34 shares (Direct, null); Common Stock — 113,237 shares (Direct, null)

Footnotes (1)

1. Represents dividend equivalents earned on the prior RSU grant awards. Reflects acquisition of phantom stock under Astec's supplemental executive retirement plan. Each share of phantom stock represents the right to receive the cash value of one share of Astec common stock. The shares of phantom stock become payable upon the reporting person's termination of service as an officer, in a single lump sum or in up to 10 annual installments, at the election of the reporting person.

Key Figures

Common stock grant: 121 shares Common shares held after: 113,237 shares Phantom stock grant: 3.5961 units +2 more

5 metrics

Common stock grant 121 shares Dividend equivalents on prior RSU awards, granted at $0.00

Common shares held after 113,237 shares Direct holdings after the reported transactions

Phantom stock grant 3.5961 units Acquired under supplemental executive retirement plan at $0.00

Phantom stock balance 1,399.3396 units Total phantom stock units following the transaction

Transaction price per unit $0.00 Price for both common stock and phantom stock awards

Key Terms

RSU, phantom stock, supplemental executive retirement plan, dividend equivalents

4 terms

RSU financial

"Represents dividend equivalents earned on the prior RSU grant awards."

Restricted stock units (RSUs) are a form of company shares given to employees as part of their compensation, usually with certain restrictions or conditions, such as remaining with the company for a set period. When these restrictions lift, employees receive actual shares that they can sell or hold. For investors, RSUs can impact a company's stock supply and reflect the company's commitment to attracting and retaining talent.

phantom stock financial

"Reflects acquisition of phantom stock under Astec's supplemental executive retirement plan."

A phantom stock is a form of compensation that gives employees or executives the benefits of stock ownership, such as the increase in stock value, without actually giving them real shares. It acts like a promise to pay the employee the equivalent value of company stock later, often as a bonus or incentive. This allows companies to motivate and reward staff without diluting ownership or transferring actual shares.

supplemental executive retirement plan financial

"Reflects acquisition of phantom stock under Astec's supplemental executive retirement plan."

dividend equivalents financial

"Represents dividend equivalents earned on the prior RSU grant awards."

Payments tied to employee or contractor equity awards that mirror the cash dividends paid on the company’s stock; they give the holder the same economic benefit as owning the shares without transferring actual shares—often paid in cash or additional award units when the award becomes payable. Investors care because these payments affect a company’s compensation costs, cash flow and potential share dilution, and they signal how management is being rewarded and aligned with shareholders.

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Form 4 Insider Transactions: What Each Field Means →

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

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^*

Merwe Jaco van der

(Last) (First) (Middle)

1725 SHEPHERD RD

(Street)

CHATTANOOGA TENNESSEE 37421

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
ASTEC INDUSTRIES INC [ ASTE ]

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)
05/29/2026

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	05/29/2026		A		121(1)	A	$0.00	113,237	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
Phantom Stock	(2)	05/29/2026		A		3.5961		(2)	(3)	Common Stock	0.00	$0.00	1,399.3396	D

Explanation of Responses:

1. Represents dividend equivalents earned on the prior RSU grant awards.

2. Reflects acquisition of phantom stock under Astec's supplemental executive retirement plan. Each share of phantom stock represents the right to receive the cash value of one share of Astec common stock.

3. The shares of phantom stock become payable upon the reporting person's termination of service as an officer, in a single lump sum or in up to 10 annual installments, at the election of the reporting person.

Remarks:

	/s/ Edward Terrell Gilbert, JR as attorney in fact for Jaco van der Merwe	06/01/2026
	** 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)

FAQ

What insider transactions did Astec Industries (ASTE) CEO report on this Form 4?

Astec Industries CEO Jaco van der Merwe reported acquiring 121 shares of common stock and 3.5961 units of phantom stock. Both awards were granted at a price of $0.00 per unit as part of his equity-based compensation rather than open-market purchases.

How many Astec Industries (ASTE) shares does the CEO hold after these transactions?

After these transactions, CEO Jaco van der Merwe directly holds 113,237 shares of Astec Industries common stock. This figure includes the 121-share grant reported, indicating that the newly acquired shares are a small addition to his existing equity position.

What is the phantom stock awarded to the Astec Industries (ASTE) CEO?

The CEO received 3.5961 units of phantom stock under Astec’s supplemental executive retirement plan. Each phantom stock unit represents the right to receive the cash value of one Astec common share, rather than actual stock, providing cash-settled, stock-linked compensation at a future date.

When will the Astec Industries (ASTE) CEO receive value from the phantom stock units?

The phantom stock units become payable when the CEO’s service as an officer ends. At that time, he can receive the value in a single lump sum or in up to 10 annual installments, according to his prior election under the supplemental executive retirement plan.

Were the Astec Industries (ASTE) CEO’s Form 4 transactions open-market buys or compensation grants?

The reported transactions are compensation grants, not open-market buys. The 121 common shares are dividend equivalents on prior RSU awards, and the 3.5961 phantom stock units arise under the supplemental executive retirement plan, each recorded at a transaction price of $0.00.