American Vanguard (AVD) Amends Form 4, Discloses 411,398-Share SMA Change

Rhea-AI Filing Summary

American Vanguard Corp (AVD) amended an insider Form 4 to correct previously reported holdings and explain changes in advisory authority. The filing discloses a disposition of 16,790 shares and states that a client of a separately managed account terminated its advisory agreement, removing Cruiser Capital's discretionary voting and dispositive authority over 411,398 shares; the termination involved no buy or sell transactions. The amendment corrects an earlier misstatement that reported 652,792 indirectly held shares; the filing clarifies the correct indirect holding is 789,284 shares.

Positive

• Amendment corrects prior reporting error, clarifying indirect holdings are 789,284 shares
• Disclosure confirms no market transactions occurred in connection with the SMA termination, indicating the change was administrative rather than a sale

Negative

• Loss of advisory voting/dispositive authority over 411,398 shares due to termination of an SMA client
• Prior Form 4 inadvertently misreported indirect holdings (reported 652,792; corrected to 789,284), indicating an earlier reporting inaccuracy

Insights

Financial Analyst

TL;DR: Corrective Form 4 shows a modest disposition and a loss of advisory voting authority over 411,398 shares; corrected indirect holdings total 789,284.

The filing records a 16,790-share disposition and explains that termination of an SMA client relationship removed Cruiser Capital's discretionary voting/dispositive power over 411,398 shares. The filer also corrects a prior reporting error, increasing previously reported indirect holdings from 652,792 to 789,284. These items are procedural disclosures: the SMA termination did not involve market transactions, and the amendment improves reporting accuracy. Without the company's total outstanding share count or market context in the filing, the material impact on ownership percentages, voting blocs, or valuation cannot be determined from this document alone.

Corporate Governance Expert

TL;DR: Amendment reflects remedial disclosure and clarifies beneficial ownership and voting authority; it underscores the importance of accurate Section 16 reporting.

The Form 4/A clarifies that an advisory relationship termination removed discretionary authority over 411,398 shares and corrects an earlier misreported indirect holding to 789,284 shares. The filing confirms there were no buy or sell transactions tied to the SMA termination and documents an actual disposition of 16,790 shares. From a governance standpoint, the correction restores transparency about who may exercise voting power, and the amendment is the appropriate remedial action for the prior misstatement. The filing itself does not provide information to quantify governance influence versus the broader shareholder base.

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).

1. Name and Address of Reporting Person^*

ROSENBLOOM KEITH M

(Last) (First) (Middle)

4695 MACARTHUR COURT, SUITE 1200

(Street)

NEWPORT BEACH CA 92660

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
AMERICAN VANGUARD CORP [ AVD ]

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

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
10/17/2024

4. If Amendment, Date of Original Filed (Month/Day/Year)
10/21/2024

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	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
Common Stock	10/17/2024		J		411,398	D	(2)	789,284(3)	I	See Footnote(1)
Common Stock								16,790	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

1. Name and Address of Reporting Person^*

ROSENBLOOM KEITH M

(Last) (First) (Middle)

4695 MACARTHUR COURT, SUITE 1200

(Street)

NEWPORT BEACH CA 92660

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Cruiser Capital Advisors, LLC

(Last) (First) (Middle)

4695 MACARTHUR COURT, SUITE 1200

(Street)

NEWPORT BEACH CT 92660

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
			Affiliate of Director

Explanation of Responses:

1. Cruiser Capital serves as the management company or investment adviser to, and may be deemed to have shared voting and dispositive power over the shares of Common Stock held by, various investment funds (the "Cruiser Funds") and separately managed accounts (the "Cruiser SMAs," together with the Cruiser Funds, the "Cruiser Funds and SMAs") that it advises. Keith Rosenbloom ("Mr. Rosenbloom") is the Managing Member of Cruiser Capital and may be deemed to have voting and dispositive power with respect to the shares of Common Stock held by the Cruiser Funds and SMAs. Cruiser Capital and Mr. Rosenbloom each disclaim beneficial ownership of the securities held by the Cruiser Funds and SMAs, except to the extent of its or his pecuniary interest.

2. As noted in Footnote 1, Cruiser Capital serves as investment adviser to SMAs. A client of one of the SMAs terminated its investment advisory agreement with Cruiser Capital. As a result, Cruiser Capital no longer has discretionary investment nor voting authority with respect to the 411,398 shares of Common Stock held by such SMA client. There were no buy or sell transactions involved with the termination of the agreement and no buy or sell transactions related to this filing.

3. On October 21, 2024, the reporting person filed a Form 4 which inadvertently reported that, following the disclosed disposition of shares, the reporting person indirectly held 652,792 shares of common stock. In fact, the shares indirectly held after the disposition were 789,284 shares of common stock.

	/s/ Keith M. Rosenbloom	08/13/2025
	/s/ Keith M. Rosenbloom, CRUISER CAPITAL ADVISORS LLC, KEITH ROSENBLOOM, MANAGING MEMBER	08/12/2025
	** 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 change did the Form 4/A for American Vanguard (AVD) report?

The amendment discloses a 16,790-share disposition, the termination of an SMA client that removed advisory voting/dispositive authority over 411,398 shares, and corrects indirect holdings to 789,284 shares.

Did the SMA termination involve any buy or sell transactions?

No. The filing explicitly states there were no buy or sell transactions related to the SMA termination and no buy or sell transactions related to this filing.

What was incorrect in the earlier Form 4 that this amendment fixes?

The earlier Form 4 inadvertently reported indirect holdings as 652,792 shares; the amendment corrects that figure to 789,284 shares.

Who is the reporting person and what is their relationship to AVD?

The reporting person is Keith M. Rosenbloom, identified as a director; Cruiser Capital Advisors, LLC is also listed as an affiliate and adviser to the relevant funds and SMAs.

Does the filing explain why advice authority ended for the SMA client?

Yes. The filing states a client of one SMA terminated its investment advisory agreement with Cruiser Capital, resulting in the loss of discretionary authority over those shares.