[Form 4] Astronics Corp Insider Trading Activity

Rhea-AI Filing Summary

James Mulato, an officer of Astronics Corp. (ATRO), reported reductions in his ownership through sales and transfers in two transactions dated 09/05/2025 and 09/09/2025. On 09/05/2025 he sold 1,000 common shares at $38.21 and 129 Class B shares at $37.73. On 09/09/2025 he transferred 11,055 common shares (reported as price $0) to his former spouse in a divorce settlement and disposed of shares held in a 401(k) pursuant to a qualified domestic relations order. Following these transactions he beneficially owned 42,286.822 common shares and 1,066 Class B shares (direct ownership). The Form 4 was executed by Julie Davis as Power of Attorney on behalf of Mr. Mulato.

Positive

• Form 4 filed and signed by Power of Attorney, indicating compliance with Section 16 disclosure rules
• Dispositions are documented as QDRO and divorce-related transfers, providing clear reasons for the ownership changes

Negative

• Reduction of beneficial ownership by 12,184 shares (1,000 common sold, 129 Class B sold, 11,055 common transferred), representing insider liquidity
• Transfer of 11,055 shares to former spouse removes those shares from the reporting person’s beneficial ownership

Insights

Financial Analyst

TL;DR: Officer disposed of ~12,184 shares through sale and transfer; remaining holdings remain substantial.

The reported actions are primarily personal in nature: a sale of 1,129 shares (1,000 common and 129 Class B) for cash and a transfer of 11,055 common shares to a former spouse as part of a divorce settlement. The filing also notes disposition of shares from a 401(k) under a qualified domestic relations order. These transactions reduce Mr. Mulato's direct stake but leave material option and RSU positions unchanged as reported in Table II. From an investor perspective, this filing documents insider liquidity events and ownership reallocation rather than corporate operational developments.

Corporate Governance Expert

TL;DR: Disclosure is complete and cites legal mechanisms (QDRO, divorce transfer); governance and reporting procedures were followed.

The Form 4 clearly attributes dispositions to a qualified domestic relations order and a divorce settlement, and it uses appropriate transaction codes (S and G). The report shows the officer retains extensive equity-based compensation (options and RSUs) with performance-vesting conditions described for certain RSUs. The signature by a Power of Attorney is disclosed, which is acceptable when properly authorized. These facts indicate compliance with Section 16 reporting requirements without evidence of undisclosed related-party issues beyond the divorce transfer described.

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^*

Mulato James

(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
	Officer (give title below)	X	Other (specify below)
			Pres Astronics Test Systems

3. Date of Earliest Transaction (Month/Day/Year)
09/05/2025

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	09/05/2025		S(1)		1,000	D	$38.21	42,286.822	D
$.01 PV Com Stk	09/09/2025		G(2)		11,055	D	$0	31,231.822	D
$.01 PV CL B STK	09/05/2025		S(1)		129	D	$37.73	1,066	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							12/03/2016	12/03/2025	$.01 PV Com Stk	4,300		4,300	D
Option	$27.72							12/03/2016	12/03/2025	$.01 PV CL B STK	1,387		1,387	D
Option	$31.76							12/14/2017	12/14/2026	$.01 PV Com Stk	6,560		6,560	D
Option	$31.76							12/14/2017	12/14/2026	$.01 PV CL B STK	984		984	D
Option	$35.61							12/12/2018	12/12/2027	$.01 PV Com Stk	7,950		7,950	D
Option	$35.61							12/12/2018	12/12/2027	$.01 PV CL B STK	1,193		1,193	D
Option	$31.57							12/13/2019	12/13/2028	$.01 PV Com Stk	11,570		11,570	D
Option	$30.04							12/09/2020	12/09/2029	$.01 PV Com Stk	18,150		18,150	D
Option	$14.45							01/22/2022	01/22/2031	$.01 PV Com Stk	27,000		27,000	D
Option	$11.13							12/09/2022	12/09/2031	$.01 PV Com Stk	32,700		32,700	D
Option	$9.74							12/16/2023	12/16/2032	$.01 PV Com Stk	35,600		35,600	D
Option	$15.15							12/07/2024	12/07/2033	$.01 PV Com Stk	8,300		8,300	D
Restricted Stock Unit	(3)							(4)	(4)	$.01 PV Com Stk	18,550		18,550	D
Restricted Stock Unit	(3)							(5)	(5)	$.01 PV Com Stk	11,500		11,500	D
Restricted Stock Unit	(3)							(6)	(6)	$.01 PV Com Stk	17,700		17,700	D

Explanation of Responses:

1. Represents shares held in a 401(k) account of Mr. Mulato and disposed of pursuant to a qualified domestic relations order.

2. Shares transferred to former spouse of Mr. Mulato in connection with a divorce settlement. The reporting person no longer has a reportable beneficial interest in 100 shares of common stock and 32 shares of Class B stock owned by the former spouse of the reporting person and previously included in the prior ownership reports of the reporting person.

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, 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.

5. 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.

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 James Mulato	09/12/2025
	** 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 transactions did James Mulato report on the ATRO Form 4?

The filing reports a sale of 1,000 common shares at $38.21 and 129 Class B shares at $37.73 on 09/05/2025, and a transfer of 11,055 common shares on 09/09/2025 to his former spouse.

Why were some shares transferred at price $0 on the ATRO Form 4?

The $0 transfer reflects a non-sale transfer to a former spouse as part of a divorce settlement, not a market sale.

Did Mr. Mulato lose all beneficial interest in any previously reported shares?

Yes. The filing states he no longer has a reportable beneficial interest in 100 common shares and 32 Class B shares previously included in his prior reports.

Are there equity awards still held by Mr. Mulato according to the Form 4?

Yes. Table II lists multiple outstanding options and restricted stock units (RSUs) totaling significant amounts (for example, 18,550, 11,500, and 17,700 RSUs across different performance periods) which remain reported as direct holdings.

Who signed the Form 4 for James Mulato?

The Form 4 was signed by Julie Davis as Power of Attorney for James Mulato on 09/12/2025.