[Form 4/A] ASTRONICS CORP Amended Insider Trading Activity

Rhea-AI Filing Summary

Astronics Corp. (ATRO) President and CEO Peter J. Gundermann reported multiple equity transactions dated 11/20/2025. He exercised stock options to acquire 13,700 shares of $.01 par value common stock and 4,418 shares of $.01 par value Class B stock at an exercise price of $27.72 per share. To cover withholding taxes tied to the option exercise, 11,707 common shares were withheld at a price of $49.35 per share. Following these transactions, he directly owned 83,906.608 common shares and 747,911 Class B shares.

The filing also lists outstanding equity awards. These include multiple stock option grants with exercise prices ranging from $9.74 to $35.61 per share and expirations between 12/03/2025 and 12/07/2033, as well as several restricted stock unit awards tied to Astronics’ average annual adjusted EBITDA performance for periods running from 2023–2027, with potential vesting ranges between 50% and 150% of target on future dates.

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).

1. Name and Address of Reporting Person^*

GUNDERMANN PETER J

(Last) (First) (Middle)

130 COMMERCE WAY

(Street)

EAST AURORA NY 14052

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ASTRONICS CORP [ ATRO ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	PRESIDENT/CEO

3. Date of Earliest Transaction (Month/Day/Year)
11/20/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)
04/03/2025

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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
$.01 PV Com Stk	11/20/2025		M(1)		13,700	A	$27.72	95,613.608	D
$.01 PV Com Stk	11/20/2025		F(2)		11,707	D	$49.35	83,906.608	D
$.01 PV CL B STK	11/20/2025		M(1)		4,418	A	$27.72	747,911	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
Option	$27.72	11/20/2025		M			13,700	12/03/2016	12/03/2025	$.01 PV Com Stk	13,700	$27.72	0	D
Option	$27.72	11/20/2025		M			4,418	12/03/2016	12/03/2025	$.01 PV CL B STK	4,418	$27.72	0	D
Option	$31.76							12/14/2017	12/14/2026	$.01 PV Com Stk	14,460		14,460	D
Option	$31.76							12/14/2017	12/14/2026	$.01 PV CL B STK	2,169		2,169	D
Option	$35.61							12/12/2018	12/12/2027	$.01 PV Com Stk	26,300		26,300	D
Option	$35.61							12/12/2018	12/12/2027	$.01 PV CL B STK	3,945		3,945	D
Option	$31.57							12/13/2019	12/13/2028	$.01 PV Com Stk	34,790		34,790	D
Option	$30.04							12/09/2020	12/09/2029	$.01 PV Com Stk	61,200		61,200	D
Option	$14.45							01/22/2022	01/22/2031	$.01 PV Com Stk	98,900		98,900	D
Option	$11.13							12/09/2022	12/09/2031	$.01 PV Com Stk	115,800		115,800	D
Option	$9.74							12/16/2023	12/16/2032	$.01 PV Com Stk	125,000		125,000	D
Option	$15.15							12/07/2024	12/07/2033	$.01 PV Com Stk	83,900		83,900	D
Restricted Stock Unit	(3)							(4)	(4)	$.01 PV Com Stk	9,206		9,206	D
Restricted Stock Unit	(3)							(5)	(5)	$.01 PV Com Stk	26,450		26,450	D
Option	$16.55							12/05/2025	12/05/2034	$.01 PV Com Stk	75,800		75,800	D
Restricted Stock Unit	(3)							(6)	(6)	$.01 PV Com Stk	25,250		25,250	D

Explanation of Responses:

1. Shares acquired upon exercise of stock options.

2. Shares withheld by Astronics Corp. to satisfy applicable withholding tax upon exercising option.

3. Each restricted stock unit represents the right to receive, at settlement, one share of common stock.

4. Vesting of these restricted stock units depends on Astronics Corp.'s average annual adjusted EBITDA for the period January 1, 2023- December 31, 2025. The "target" number of restricted stock units is reported. Between 75% and 115% of the target number of units may vest on February 23, 2026, with the vesting percentage determined based on actual performance.

5. Vesting of these restricted stock units depends on Astronics Corp.'s average annual adjusted EBITDA for the period January 1, 2024- December 31, 2026. The "target" number of restricted stock units is reported. Between 50% and 150% of the target number of units may vest on February 23, 2027, with the vesting percentage determined based on actual performance.

6. Vesting of these restricted stock units depends on Astronics Corp.'s average annual adjusted EBITDA for the period January 1, 2025- December 31, 2027. The "target" number of restricted stock units is reported. Between 50% and 150% of the target number of units may vest on February 27, 2028, with the vesting percentage determined based on actual performance.

Remarks:

	/S/JULIE DAVIS, AS POWER OF ATTORNEY FOR PETER J. GUNDERMANN	11/24/2025
	** 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.

FAQ

What insider transaction did Astronics (ATRO) report for 11/20/2025?

The President and CEO exercised options for 13,700 common shares and 4,418 Class B shares at $27.72 per share and had 11,707 common shares withheld to cover taxes.

How many Astronics (ATRO) shares does the CEO hold after the reported transactions?

After the 11/20/2025 transactions, the CEO directly owned 83,906.608 shares of common stock and 747,911 shares of Class B stock.

What stock option grants for Astronics (ATRO) are listed in this Form 4/A?

The filing lists several stock options on Astronics common and Class B stock with exercise prices between $9.74 and $35.61 per share and expirations from 12/03/2025 to 12/07/2033.

How are Astronics (ATRO) restricted stock units structured for the CEO?

Each restricted stock unit represents the right to receive one common share at settlement, with vesting based on Astronics’ average annual adjusted EBITDA over specified multi-year periods.

What performance periods affect Astronics (ATRO) EBITDA-based RSU vesting?

EBITDA-based RSUs depend on average annual adjusted EBITDA for periods 2023–2025, 2024–2026, and 2025–2027, with vesting dates in 2026, 2027, and 2028.

What are the potential vesting ranges for Astronics (ATRO) performance RSUs?

Depending on actual EBITDA performance, between 75% and 115% of target units may vest for the 2023–2025 award, and between 50% and 150% of target units may vest for the 2024–2026 and 2025–2027 awards.