Insider Filing: AeroVironment Legal Chief Nets 4.7k Shares Post-Tax

Q: How many AVAV shares did Melissa Brown acquire through PRSU vesting on 06/24/2025?

She received 7,911 shares upon certification of performance targets.

Q: What was the value of the shares sold for tax withholding by AVAV's EVP?

Brown disposed of 3,242 shares at $193.28 each, totaling about $627,000 .

Q: What is Melissa Brown's total direct ownership in AVAV after the Form 4 transactions?

She now directly owns 19,344 AVAV shares .

Q: Did the AVAV insider make an open-market purchase or sale?

No. Shares were acquired via PRSU vesting ; the sale was a net-settlement to cover taxes, not an open-market trade.

Filing Impact

(Very High)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

AeroVironment (NASDAQ:AVAV) filed a Form 4 reporting EVP & Chief Legal Officer Melissa A. Brown’s equity activity dated 06/24/2025.

Brown converted 7,911 Performance RSUs into common shares at $0 cost, raising her direct stake to 22,586 shares. To satisfy tax-withholding, 3,242 shares were automatically sold at $193.28, reducing her post-transaction holding to 19,344 shares. The gross award equates to roughly 41 % of her final ownership and ≈ $1.5 million at current market value. No open-market purchases, option grants, or new performance awards were disclosed.

Insider Trade Summary

3,934 shares exercised/converted

Mixed 3 txns

Insider Brown Melissa Ann

Role EVP, Chief Legal Officer

Type	Security	Shares	Price	Value
Exercise	Performance Restricted Stock Awards	3,934	$0.00	--
Exercise	Common Stock	7,911	$0.00	--
Tax Withholding	Common Stock	3,242	$193.28	$627K

Holdings After Transaction: Performance Restricted Stock Awards — 0 shares (Direct); Common Stock — 22,586 shares (Direct)

Footnotes (1)

Each Performance Restricted Stock Unit (PRSU) represents the contingent right to receive, following vesting, shares of the issuer's common stock. The resulting number of shares of the issuer's common stock acquired upon vesting of the PRSUs is contingent upon the achievement of pre-established performance metrics, as approved by the Company's Compensation Committee, over a three-year performance period beginning on May 1, 2022 and ending on April 30, 2025. The target number of units subject to the award is presented in the table. The number of units that vest may be 0% to 250% of the target number of units, depending on performance. Disposition made pursuant to a net settlement whereby shares of stock were tendered to satisfy tax withholding obligations arising in the conjunction with the vesting of previously issued Performance Restricted Stock Units. Unless earlier forfeited under the terms of the PRSU, each PRSU vests and converts into shares of the issuer's common stock upon certification by the Company's Compensation Committee of the achievement of the performance metrics of the PRSUs (the "Certification Date"). Upon conversion of the PRSUs, the Reporting Person received 7,911 shares of common stock.

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Form 4 Insider Transactions: What Each Field Means →

06/25/2025 - 05:37 PM

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^*

Brown Melissa Ann

(Last)

(First)

(Middle)

241 18TH STREET SOUTH

SUITE #650

(Street)

ARLINGTON

22202

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
AeroVironment Inc [ AVAV ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	EVP, Chief Legal Officer

3. Date of Earliest Transaction (Month/Day/Year)
06/24/2025

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	06/24/2025		M		7,911	A	$0⁽¹⁾	22,586	D
Common Stock	06/24/2025		F		3,242⁽²⁾	D	$193.28	19,344	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Performance Restricted Stock Awards	$0	06/24/2025		M		3,934⁽¹⁾		06/24/2025⁽³⁾	06/24/2025⁽³⁾	Common Stock	3,934⁽⁴⁾	$0	0	D

Explanation of Responses:

1. Each Performance Restricted Stock Unit (PRSU) represents the contingent right to receive, following vesting, shares of the issuer's common stock. The resulting number of shares of the issuer's common stock acquired upon vesting of the PRSUs is contingent upon the achievement of pre-established performance metrics, as approved by the Company's Compensation Committee, over a three-year performance period beginning on May 1, 2022 and ending on April 30, 2025. The target number of units subject to the award is presented in the table. The number of units that vest may be 0% to 250% of the target number of units, depending on performance.

2. Disposition made pursuant to a net settlement whereby shares of stock were tendered to satisfy tax withholding obligations arising in the conjunction with the vesting of previously issued Performance Restricted Stock Units.

3. Unless earlier forfeited under the terms of the PRSU, each PRSU vests and converts into shares of the issuer's common stock upon certification by the Company's Compensation Committee of the achievement of the performance metrics of the PRSUs (the "Certification Date").

4. Upon conversion of the PRSUs, the Reporting Person received 7,911 shares of common stock.

	Colby Petersen, attorney-in-fact	06/25/2025
	** 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.

Source: View Original Filing on SEC EDGAR

FAQ

How many AVAV shares did Melissa Brown acquire through PRSU vesting on 06/24/2025?

She received 7,911 shares upon certification of performance targets.

What was the value of the shares sold for tax withholding by AVAV's EVP?

Brown disposed of 3,242 shares at $193.28 each, totaling about $627,000.

What is Melissa Brown's total direct ownership in AVAV after the Form 4 transactions?

She now directly owns 19,344 AVAV shares.

Did the AVAV insider make an open-market purchase or sale?

No. Shares were acquired via PRSU vesting; the sale was a net-settlement to cover taxes, not an open-market trade.