STOCK TITAN

ATN International (ATNI) CEO receives RSU and PSU equity grants

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

Rhea-AI Filing Summary

Khoury Naji reported acquisition or exercise transactions in this Form 4 filing.

ATN International, Inc. CEO Naji Khoury reported equity awards consisting of time-based and performance-based stock units. He received 36,853 restricted stock units that vest in four equal installments on April 24 of 2027, 2028, 2029 and 2030, delivering the same number of common shares as they vest.

Khoury was also granted 36,853 performance-based restricted stock units, each representing a contingent right to one common share. The final number of shares that vest can range from zero to 150% of this target, based on the company’s total shareholder return versus the Russell 2000 Index over a performance period from March 17, 2026 to March 16, 2029.

Positive

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Insider Khoury Naji
Role CEO
Type Security Shares Price Value
Grant/Award Performance-Based Restricted Stock Units 36,853 $0.00 --
Grant/Award Common Stock 36,853 $0.00 --
Holdings After Transaction: Performance-Based Restricted Stock Units — 36,853 shares (Direct, null); Common Stock — 36,853 shares (Direct, null)
Footnotes (1)
  1. The securities described are restricted stock units and will vest in four equal installments on each of April 24, 2027, 2028, 2029 and 2030. Upon vesting Mr. Khoury will receive a number of shares of common stock equal to the number of restricted stock units that have vested. Each performance-based RSU ("PSU") represents a contingent right to receive one share of the Issuer's common stock, subject to achievement of pre-established relative total shareholder return ("TSR") goals that were set by the Compensation Committee of the Issuer's Board of Directors, based on comparing the Issuer's TSR relative to the TSR of the Russell 2000 Index, using the average closing price of the shares for the 40 days before and including each of the first and last days of the applicable performance period. The aggregate number of shares issued may range from zero (0) shares to 150% of the target number of shares reported in Columns 7 and 9 of this report. Between zero (0) and 150% of the PSUs will generally vest, if at all, as of the end of the performance period that begins on March 17, 2026, and ends on March 16, 2029.
Time-based RSUs granted 36,853 units Restricted stock units vesting in four equal installments on April 24, 2027–2030
Performance-based RSUs target 36,853 units Each PSU represents a contingent right to one common share
PSU payout range 0–150% of target Final shares issued based on relative total shareholder return performance
PSU performance period start March 17, 2026 Beginning of performance period for relative TSR measurement
PSU performance period end March 16, 2029 End of performance period for relative TSR measurement
Shares after RSU grant 36,853 shares Total common shares owned directly following the time-based RSU grant
restricted stock units financial
"The securities described are restricted stock units and will vest in four equal installments"
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.
Performance-Based Restricted Stock Units financial
"security_title: "Performance-Based Restricted Stock Units""
Performance-based restricted stock units are a type of employee equity award that converts into company shares only if predefined financial or operational targets are met over a set period. Think of it like a bonus check that becomes stock only when specific goals are hit; it ties pay to results, aligning managers’ incentives with shareholders. Investors care because these awards affect future share count, executive incentives, and signal how management’s success will be measured and rewarded.
total shareholder return financial
"subject to achievement of pre-established relative total shareholder return ("TSR") goals"
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.
Russell 2000 Index financial
"based on comparing the Issuer's TSR relative to the TSR of the Russell 2000 Index"
A stock-market benchmark that tracks about 2,000 small-cap U.S. companies, the Russell 2000 gives a snapshot of how smaller publicly traded firms are performing. Investors use it like a thermometer or yardstick for the small-company segment of the market—funds and portfolio managers compare returns to it, and its movements can signal changes in economic risk appetite or growth expectations; it is weighted so larger small companies have a bigger influence on the index.
performance period financial
"the performance period that begins on March 17, 2026, and ends on March 16, 2029"
The performance period is the specific time span over which an investment’s results, an employee’s targets, or a fund’s returns are measured and judged. It matters to investors because the length and start/end of that window determine which gains or losses count toward performance fees, bonus payouts, or benchmark comparisons—much like timing a race decides who wins, the chosen period can change whether results look strong or weak.
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*
Khoury Naji

(Last)(First)(Middle)
C/O ATN INTERNATIONAL, INC.
500 CUMMINGS CENTER, SUITE 2450

(Street)
BEVERLY MASSACHUSETTS 01915

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
ATN International, Inc. [ ATNI ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
CEO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/24/2026
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 Stock04/24/2026A36,853(1)A$036,853D
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-Based Restricted Stock Units$004/24/2026A36,853(2) (3) (3)Common Stock36,853$036,853D
Explanation of Responses:
1. The securities described are restricted stock units and will vest in four equal installments on each of April 24, 2027, 2028, 2029 and 2030. Upon vesting Mr. Khoury will receive a number of shares of common stock equal to the number of restricted stock units that have vested.
2. Each performance-based RSU ("PSU") represents a contingent right to receive one share of the Issuer's common stock, subject to achievement of pre-established relative total shareholder return ("TSR") goals that were set by the Compensation Committee of the Issuer's Board of Directors, based on comparing the Issuer's TSR relative to the TSR of the Russell 2000 Index, using the average closing price of the shares for the 40 days before and including each of the first and last days of the applicable performance period. The aggregate number of shares issued may range from zero (0) shares to 150% of the target number of shares reported in Columns 7 and 9 of this report.
3. Between zero (0) and 150% of the PSUs will generally vest, if at all, as of the end of the performance period that begins on March 17, 2026, and ends on March 16, 2029.
/s/ Naji N. Khoury04/28/2026
** 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)

FAQ

What did ATNI CEO Naji Khoury report in this Form 4 filing?

ATN International CEO Naji Khoury reported grants of restricted stock units and performance-based RSUs. He received 36,853 time-based RSUs plus 36,853 performance-based RSUs, which may convert into shares depending on service-based vesting and future total shareholder return performance conditions.

How do Naji Khoury’s time-based RSUs at ATNI vest?

The 36,853 restricted stock units vest in four equal installments on April 24, 2027, 2028, 2029 and 2030. On each vesting date, Khoury will receive common shares equal to the number of RSUs that vest, assuming he satisfies any applicable service conditions.

What performance conditions apply to ATNI CEO Naji Khoury’s PSUs?

Each performance-based RSU represents a right to one ATN International common share if performance goals are met. The payout depends on pre-established relative total shareholder return versus the Russell 2000 Index, using specified 40-day average prices at the start and end of the performance period.

Over what period is ATNI’s performance measured for the CEO’s PSUs?

Performance for the CEO’s PSUs is measured from March 17, 2026 through March 16, 2029. The number of PSUs that vest, if any, will be determined at the end of that period based on relative total shareholder return compared with the Russell 2000 Index.

How many ATNI shares could Naji Khoury ultimately receive from his PSUs?

Khoury’s performance-based RSUs have a target of 36,853 shares, but the final payout can range from zero to 150% of this amount. That means the actual shares delivered could be anywhere from none to more than the target, depending on relative total shareholder return.

Are Naji Khoury’s ATNI awards open-market share purchases or compensation grants?

These equity awards are compensation-related grants, not open-market purchases. The Form 4 uses transaction code “A” for grant or award, and the price per share is reported as zero, indicating they were issued as part of his compensation package rather than bought in the market.