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Astronics' Mark Peabody exercises stock options

The executive's restricted stock units may vest on dates in 2027, 2028 and 2029, with vesting percentages determined by actual performance tied to average annual adjusted EBITDA.

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Form Type
4

Rhea-AI Filing Summary

On November 2, 2026, Mark Peabody, Astronics Corp.'s Executive VP & Pres-Aerospace, exercised options covering 4,820 common shares and 1,831 Class B shares at an exercise price of $26.47 per share. The underlying shares were recorded as acquired. Peabody's resulting direct holdings were 67,608 common shares and 234,552 Class B shares.

Insider PEABODY MARK
Role Executive VP & Pres-Aerospace
Type Security Shares Price Value
Exercise Option 4,820 $26.47 $128K
Exercise Option 1,831 $26.47 $48K
Exercise $.01 PV Com Stk 4,820 $26.47 $128K
Exercise $.01 PV CL B STK 1,831 $26.47 $48K
Holding Option -- -- --
Holding Option -- -- --
Holding Option -- -- --
Holding Option -- -- --
Holding Option -- -- --
Holding Option -- -- --
Holding Option -- -- --
Holding Option -- -- --
Holding Option -- -- --
Holding Option -- -- --
Holding Option -- -- --
Holding Option -- -- --
Holding Restricted Stock Unit F1, F2 -- -- --
Holding Restricted Stock Unit F3, F2 -- -- --
Holding Option -- -- --
Holding Option -- -- --
Holding Restricted Stock Unit F1, F4 -- -- --
Holding Restricted Stock Unit F3, F4 -- -- --
Holding Restricted Stock Unit F1, F5 -- -- --
Holding Restricted Stock Unit F3, F5 -- -- --
Holdings After Transaction: Option — 132,830 contracts (Direct); $.01 PV Com Stk — 67,607.73 shares (Direct); $.01 PV CL B STK — 234,552 shares (Direct); Restricted Stock Unit — 46,470 contracts (Direct)
Holdings Before and After: Option, 139,481 to 132,830 contracts (Direct); $.01 PV Com Stk, 62,787.73 to 67,607.73 shares (Direct); $.01 PV CL B STK, 232,721 to 234,552 shares (Direct)
Footnotes (5)
  1. F1. Each restricted stock unit represents the right to receive, at settlement, one share of common stock.
  2. F2. 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.
  3. F3. Each restricted stock unit represents the right to receive, at settlement, one share of class B stock.
  4. F4. 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.
  5. F5. 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.
Common shares acquired through option exercise 4,820 shares November 2, 2026
Class B shares acquired through option exercise 1,831 shares November 2, 2026
Exercise price $26.47 per share Options exercised November 2, 2026
Direct common shares held after transaction 67,608 shares Following the November 2, 2026 transaction
Direct Class B shares held after transaction 234,552 shares Following the November 2, 2026 transaction
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"
vesting financial
"vesting percentage determined based on actual performance"
Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

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When can ATRO executive Mark Peabody's restricted stock units vest?

Three target tranches may vest on February 22, 2027, February 27, 2028, and February 19, 2029. Between 50% and 150% of each target may vest, with the percentage based on actual performance and average annual adjusted EBITDA for the respective periods January 1, 2024, through December 31, 2026; January 1, 2025, through December 31, 2027; and January 1, 2026, through December 31, 2028.

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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*
PEABODY MARK

(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
Executive VP & Pres-Aerospace
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
11/02/2026
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
$.01 PV Com Stk11/02/2026M4,820A$26.4767,607.73D
$.01 PV CL B STK11/02/2026M1,831A$26.47234,552D
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
Option$26.4711/02/2026M4,82012/14/201712/14/2026$.01 PV Com Stk4,820$26.470D
Option$26.4711/02/2026M1,83112/14/201712/14/2026$.01 PV CL B STK1,831$26.470D
Option$29.6812/12/201812/12/2027$.01 PV Com Stk7,0107,010D
Option$29.6812/12/201812/12/2027$.01 PV CL B STK2,6642,664D
Option$26.3112/13/201912/13/2028$.01 PV Com Stk9,2809,280D
Option$26.3112/13/201912/13/2028$.01 PV CL B STK1,8561,856D
Option$25.0312/09/202012/09/2029$.01 PV Com Stk13,60013,600D
Option$25.0312/09/202012/09/2029$.01 PV CL B STK2,7202,720D
Option$12.0401/22/202201/22/2031$.01 PV Com Stk20,25020,250D
Option$12.0401/22/202201/21/2031$.01 PV CL B STK4,0504,050D
Option$9.2812/09/202212/09/2031$.01 PV Com Stk24,50024,500D
Option$9.2812/09/202212/09/2031$.01 PV CL B STK4,9004,900D
Option$8.1212/16/202312/16/2032$.01 PV CL B STK5,3405,340D
Option$8.1212/16/202312/16/2032$.01 PV Com Stk26,70026,700D
Restricted Stock Unit(1) (2) (2)$.01 PV Com Stk15,90015,900D
Restricted Stock Unit(3) (2) (2)$.01 PV CL B STK3,1803,180D
Option$12.6312/07/202412/07/2033$.01 PV Com Stk8,3008,300D
Option$12.6312/07/202412/07/2033$.01 PV CL B STK1,6601,660D
Restricted Stock Unit(1) (4) (4)$.01 PV Com Stk15,15015,150D
Restricted Stock Unit(3) (4) (4)$.01 PV CL B STK3,0303,030D
Restricted Stock Unit(1) (5) (5)$.01 PV Com Stk7,6757,675D
Restricted Stock Unit(3) (5) (5)$.01 PV CL B STK1,5351,535D
Explanation of Responses:
1. Each restricted stock unit represents the right to receive, at settlement, one share of common stock.
2. 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.
3. Each restricted stock unit represents the right to receive, at settlement, one share of class B stock.
4. 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.
5. 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 Mark Peabody11/04/2026
** 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)

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