Astronics EVP Peabody adds common and Class B shares via options

Rhea-AI Filing Summary

Astronics Corp (ATRO) Executive VP & President–Aerospace Mark Peabody reported exercising stock options and acquiring company shares. On 11/19/2025, he exercised options to acquire 4,500 shares of $.01 par value common stock at $27.72 per share and 1,451 shares of $.01 par value Class B stock at $27.72 per share. Following these transactions, he beneficially owned 55,324.73 common shares and 185,445 Class B shares directly.

The filing also lists multiple option grants and restricted stock units. Several RSU awards vest based on Astronics’ average annual adjusted EBITDA over multi‑year periods ending December 31, 2025, December 31, 2026, and December 31, 2027, with between 50% and 150% 75% to 115% for one grant) of target units eligible to vest in February 2026, February 2027, and February 2028 based on actual performance.

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

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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^*

PEABODY MARK

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Executive VP & Pres-Aerospace

3. Date of Earliest Transaction (Month/Day/Year)
11/19/2025

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

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	11/19/2025		M(1)		4,500	A	$27.72	55,324.73	D
$.01 PV CL B STK	11/19/2025		M(1)		1,451	A	$27.72	185,445	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	$31.76							12/14/2017	12/14/2026	$.01 PV Com Stk	4,820		4,820	D
Option	$31.76							12/14/2017	12/14/2026	$.01 PV CL B STK	723		723	D
Option	$35.61							12/12/2018	12/12/2027	$.01 PV Com Stk	7,010		7,010	D
Option	$35.61							12/12/2018	12/12/2027	$.01 PV CL B STK	1,052		1,052	D
Option	$31.57							12/13/2019	12/13/2028	$.01 PV Com Stk	9,280		9,280	D
Option	$30.04							12/09/2020	12/09/2029	$.01 PV Com Stk	13,600		13,600	D
Option	$14.45							01/22/2022	01/22/2031	$.01 PV Com Stk	20,250		20,250	D
Option	$11.13							12/09/2022	12/09/2031	$.01 PV Com Stk	24,500		24,500	D
Option	$9.74							12/16/2023	12/16/2032	$.01 PV Com Stk	26,700		26,700	D
Restricted Stock Unit	(2)							(3)	(3)	$.01 PV Com Stk	15,900		15,900	D
Restricted Stock Unit	(2)							(4)	(4)	$.01 PV Com Stk	10,850		10,850	D
Option	$15.15							12/07/2024	12/07/2033	$.01 PV Com Stk	8,300		8,300	D
Restricted Stock Unit	(2)							(5)	(5)	$.01 PV Com Stk	15,150		15,150	D
Option	$27.72	11/19/2025		M			4,500	12/03/2016	12/03/2025	$.01 PV Com Stk	4,500	$27.72	0	D
Option	$27.72	11/19/2025		M			1,451	12/03/2016	12/03/2025	$.01 PV CL B STK	1,451	$27.72	0	D

Explanation of Responses:

1. Shares acquired upon exercise of stock options.

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

3. 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 22, 2027, with the vesting percentage determined based on actual performance.

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, 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 Mark Peabody	11/20/2025
	** 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 Corp (ATRO) report for Mark Peabody?

The report shows that Mark Peabody, Executive VP & President–Aerospace of Astronics Corp, exercised stock options on 11/19/2025 to acquire common and Class B shares.

How many Astronics (ATRO) shares did Mark Peabody acquire in this Form 4?

He acquired 4,500 shares of $.01 par value common stock at $27.72 per share and 1,451 shares of $.01 par value Class B stock at $27.72 per share through option exercises.

How many Astronics (ATRO) shares does Mark Peabody beneficially own after the reported transactions?

After the reported option exercises, he beneficially owned 55,324.73 shares of $.01 par value common stock and 185,445 shares of $.01 par value Class B stock, all held directly.

What derivative securities and awards are listed for Mark Peabody at Astronics (ATRO)?

The filing lists multiple stock options with exercise prices ranging from $9.74 to $35.61, expiring between 12/03/2025 and 12/07/2033, as well as restricted stock units tied to Astronics’ common stock.

How do the Astronics (ATRO) restricted stock units for Mark Peabody vest?

The RSUs vest based on Astronics’ average annual adjusted EBITDA over periods from January 1, 2023–December 31, 2025, January 1, 2024–December 31, 2026, and January 1, 2025–December 31, 2027. Between 50% and 150% 75% to 115% for one grant) of the target units may vest, with payouts scheduled in February 2026, February 2027, and February 2028 based on performance.

What does each restricted stock unit represent in the Astronics (ATRO) Form 4?

Each restricted stock unit represents the right to receive, at settlement, one share of Astronics Corp $.01 par value common stock.