Astronics accounting officer acquires shares at $31.85

Restricted stock unit vesting depends on average annual adjusted EBITDA, with 50% to 150% of target potentially vesting in 2027, 2028 and 2029.

Rhea-AI Filing Summary

Nancy L. Hedges, Astronics Corp.'s Principal Accounting Officer, acquired 555 common shares and 111 Class B shares on September 30, 2026, through exercise of a subscription agreement under the Employee Stock Purchase Plan, at $31.85 per share. Her reported direct holdings afterward were 32,604 common shares and 8,064 Class B shares.

She also reported target restricted stock units tied to average annual adjusted EBITDA, with 50% to 150% of target potentially vesting on scheduled dates in 2027, 2028 and 2029.

Insider Trade Summary

Grant/Award: 666 shares

Grant/Award 8 txns

Insider Hedges Nancy L

Role Principal Accounting Officer

Type	Security	Shares	Price	Value
Grant/Award	$.01 PV Com Stk F1	555	$31.85	$18K
Grant/Award	$.01 PV CL B STK F1	111	$31.85	$4K
holding	Restricted Stock Unit F2, F3	--	--	--
holding	Restricted Stock Unit F4, F3	--	--	--
holding	Restricted Stock Unit F2, F5	--	--	--
holding	Restricted Stock Unit F4, F5	--	--	--
holding	Restricted Stock Unit F2, F6	--	--	--
holding	Restricted Stock Unit F4, F6	--	--	--

Holdings After Transaction: $.01 PV Com Stk — 32,603.975 shares (Direct); $.01 PV CL B STK — 8,064 shares (Direct); Restricted Stock Unit — 41,848 contracts (Direct)

Footnotes (6)

1. F1. Acquired shares via exercise of subscription agreement under Employee Stock Purchase Plan.
2. F2. Each restricted stock unit represents the right to receive, at settlement, one share of common stock.
3. F3. 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. F4. Each restricted stock unit represents the right to receive, at settlement, one share of class B stock.
5. F5. 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.
6. F6. Vesting of these restricted stock units depends on Astronics Corp.'s average annual adjusted EBITDA for the period January 1, 2026- December 31, 2028. The "target" number of restricted stock units is reported. Between 50% and 150% of the target number of units may vest on February 19, 2029, with the vesting percentage determined based on actual performance.

Key Figures

Common shares acquired: 555 shares Class B shares acquired: 111 shares Price per share: $31.85 per share +2 more

5 metrics

Common shares acquired 555 shares September 30, 2026

Class B shares acquired 111 shares September 30, 2026

Price per share $31.85 per share Acquisition of common and Class B shares on September 30, 2026

Common shares held after transaction 32,604 shares Direct holdings reported after the September 30, 2026 acquisition

Class B shares held after transaction 8,064 shares Direct holdings reported after the September 30, 2026 acquisition

Key Terms

Employee Stock Purchase Plan, restricted stock unit, average annual adjusted EBITDA, target number of restricted stock units

4 terms

Employee Stock Purchase Plan financial

"under Employee Stock Purchase Plan"

An employee stock purchase plan is a company program that lets workers buy shares through small payroll deductions, often at a discount to the market price and after a set offering period. Think of it like a workplace savings plan that turns into ownership: it encourages employees to share in the company’s success and can create predictable buying or selling of stock that investors watch because it affects supply, demand and employee incentives.

restricted stock unit financial

"Each restricted stock unit represents the right to receive"

A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.

average annual adjusted EBITDA financial

"average annual adjusted EBITDA for the period"

target number of restricted stock units financial

"The "target" number of restricted stock units is reported"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many ATRO shares did Nancy L. Hedges acquire, and at what price?

Nancy L. Hedges acquired 555 common shares and 111 Class B shares on September 30, 2026, at $31.85 per share through exercise of a subscription agreement under the Employee Stock Purchase Plan.

When can Nancy L. Hedges's ATRO restricted stock units vest?

The target awards include 5,024 common and 1,004 Class B units for February 22, 2027, tied to average annual adjusted EBITDA for January 1, 2024, through December 31, 2026; 17,700 common and 3,540 Class B units for February 27, 2028, tied to the 2025–2027 period; and 12,150 common and 2,430 Class B units for February 19, 2029, tied to the 2026–2028 period. Between 50% and 150% of target may vest based on actual performance.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 10/02/2026 - 04:22 PM Accepted by SEC EDGAR 10/02/2026 - 04:21 PM Learn about SEC filing 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).

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^*

Hedges Nancy L

(Last) (First) (Middle)

130 COMMERCE WAY

(Street)

EAST AURORA NEW YORK 14052

(City) (State) (Zip)

UNITED STATES

(Country)

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)
	Principal Accounting Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/30/2026

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
$.01 PV Com Stk	09/30/2026		A(1)		555	A	$31.85	32,603.975	D
$.01 PV CL B STK	09/30/2026		A(1)		111	A	$31.85	8,064	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
Restricted Stock Unit	(2)							(3)	(3)	$.01 PV Com Stk	5,024		5,024	D
Restricted Stock Unit	(4)							(3)	(3)	$.01 PV CL B STK	1,004		1,004	D
Restricted Stock Unit	(2)							(5)	(5)	$.01 PV Com Stk	17,700		17,700	D
Restricted Stock Unit	(4)							(5)	(5)	$.01 PV CL B STK	3,540		3,540	D
Restricted Stock Unit	(2)							(6)	(6)	$.01 PV Com Stk	12,150		12,150	D
Restricted Stock Unit	(4)							(6)	(6)	$.01 PV CL B STK	2,430		2,430	D

Explanation of Responses:

1. Acquired shares via exercise of subscription agreement under Employee Stock Purchase Plan.

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

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.

6. Vesting of these restricted stock units depends on Astronics Corp.'s average annual adjusted EBITDA for the period January 1, 2026- December 31, 2028. The "target" number of restricted stock units is reported. Between 50% and 150% of the target number of units may vest on February 19, 2029, with the vesting percentage determined based on actual performance.

Remarks:

	/S/JULIE DAVIS, as Power of Attorney for Nancy L. Hedges	10/02/2026
	** 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)