Insider Activity: BGSF Director Adds Shares & Receives New Options

Rhea-AI Filing Summary

BGSF, Inc. Form 4: Director Richard L. Baum Jr. reported insider acquisitions dated 08/05/2025.

Equity award: 2,686 common shares were acquired at $0, lifting his direct holdings to 138,275 shares.

Option grant: Baum also received 5,000 stock options under the 2013 LTIP, exercisable at $6.98 and expiring 08/05/2035. The grant is structured in five equal tranches that vest annually from 2025-2029, adding long-term incentive alignment.

No shares were sold and all transactions carry code “A,” indicating awards rather than open-market purchases. While the absolute share count is modest, insider accumulation combined with a multi-year, in-the-money option package can be interpreted as a vote of confidence in BGSF’s prospects and aligns the director’s interests with shareholders.

Positive

• Insider share increase: 2,686 shares added with no dispositions, signalling confidence.
• Long-term option package: 5,000 options at $6.98 align director incentives through 2035.

Negative

• None.

Insights

Equity Analyst

TL;DR: Director receives stock and options; modest but positive insider signal.

The filing shows Baum increasing direct ownership at no cost and accepting 10-year options priced near recent trading levels. Such grants reinforce retention and offer upside leverage if management executes. The limited size—about 2% of his existing stake and immaterial to float—tempers impact, yet the absence of sales and long-dated vesting schedules point to a constructive insider stance. Overall, the event is mildly favorable but not materially price-moving.

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^*

Baum Richard L Jr

(Last) (First) (Middle)

5850 GRANITE PARKWAY, SUITE 730

(Street)

PLANO TX 75024

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BGSF, INC. [ BGSF ]

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)
08/05/2025

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
Common Stock, $0.01 per share par value	08/05/2025		A		2,686	A	$0	138,275	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
Stock Options(1)	$6.98	08/05/2025		A		1,000		08/05/2025	08/05/2035	Common Stock, $0.01 per share par value	1,000	$0	1,000	D
Stock Options(1)	$6.98	08/05/2025		A		1,000		08/05/2026	08/05/2035	Common Stock, $0.01 per share par value	1,000	$0	2,000	D
Stock Options(1)	$6.98	08/05/2025		A		1,000		08/05/2027	08/05/2035	Common Stock, $0.01 per share par value	1,000	$0	3,000	D
Stock Options(1)	$6.98	08/05/2025		A		1,000		08/05/2028	08/05/2035	Common Stock, $0.01 per share par value	1,000	$0	4,000	D
Stock Options(1)	$6.98	08/05/2025		A		1,000		08/05/2029	08/05/2035	Common Stock, $0.01 per share par value	1,000	$0	5,000	D

Explanation of Responses:

1. Stock options to purchase shares pursuant to the BGSF, Inc. 2013 Long-Term Incentive Plan.

Remarks:

	/s/ Richard L. Baum, Jr., by Keith Schroeder, as Attorney-in-Fact	08/07/2025
	** 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.
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FAQ

How many BGSF shares did Director Richard L. Baum Jr. acquire?

He acquired 2,686 common shares on 08/05/2025.

What is the exercise price of the new BGSF options?

The options are exercisable at $6.98 per share.

When do the granted BGSF options expire?

All tranches expire on 08/05/2035.

How many BGSF shares does Baum now directly own?

After the award he directly owns 138,275 shares.

Did the insider sell any BGSF shares in this filing?

No sales were reported; all transactions were coded as awards (A).