Broadwind (NASDAQ: BWEN) CFO withholds shares to cover tax obligations

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

BROADWIND, INC. VP and CFO Thomas A. Ciccone reported routine share withholdings to cover tax obligations tied to previously granted restricted stock units. On May 15, 2026, the company withheld 2,898 shares of common stock at $4.52 per share, and on May 18, 2026 it withheld another 2,332 shares at $3.79 per share. These are tax-withholding dispositions, not open-market sales.

After these transactions, Ciccone directly holds 98,047 shares of common stock and indirectly holds 21,196 shares through a 401(k) plan as of the reported dates. His direct position also includes restricted stock units: 4,197 RSUs vesting into 4,197 shares on May 25, 2026, 6,564 RSUs vesting into 6,564 shares on May 16, 2027, and 14,878 RSUs vesting into 7,439 shares on each of May 15, 2027 and May 15, 2028.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Ciccone Thomas A

Role VP and CFO

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	2,332	$3.79	$9K
Tax Withholding	Common Stock	2,898	$4.52	$13K
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 98,047 shares (Direct, null); Common Stock — 21,196 shares (Indirect, By 401(k) Plan)

Footnotes (1)

The reporting person has elected to satisfy his withholding obligation in connection with the vesting of a prior restricted stock unit grant by directing the Company to withhold shares otherwise issuable pursuant to the previously reported grant. Includes (i) 4,197 restricted stock units that vest 4,197 shares on 5/25/26; (ii) 6,564 restricted stock units that vest 6,564 shares on 5/16/27; and (iii) 14,878 restricted stock units that vest 7,439 shares on each of 5/15/27 and 5/15/28.

Key Figures

Tax-withheld shares total: 5,230 shares Tax withholding price: $4.52 per share Tax withholding price: $3.79 per share +5 more

8 metrics

Tax-withheld shares total 5,230 shares Shares withheld for tax obligations across two F-code transactions

Tax withholding price $4.52 per share Price for 2,898 shares withheld on May 15, 2026

Tax withholding price $3.79 per share Price for 2,332 shares withheld on May 18, 2026

Direct holdings after transaction 98,047 shares Common stock directly held by Ciccone after reported withholdings

Indirect 401(k) holdings 21,196 shares Common stock held indirectly through a 401(k) plan

RSUs vesting 2026 4,197 RSUs Vest into 4,197 shares on May 25, 2026

RSUs vesting 2027 6,564 RSUs Vest into 6,564 shares on May 16, 2027

Multi-year RSU grant 14,878 RSUs Vest into 7,439 shares on May 15, 2027 and May 15, 2028

Key Terms

tax-withholding disposition, restricted stock units, 401(k) Plan, Form 4

4 terms

tax-withholding disposition financial

"Both transactions are described as a tax-withholding disposition to satisfy obligations."

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

restricted stock units financial

"Footnotes detail restricted stock units that will vest into shares on future dates."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

401(k) Plan financial

"An indirect holding is identified with the nature of ownership noted as By 401(k) Plan."

A 401(k) plan is a workplace retirement account that lets employees set aside part of their pay into a tax-advantaged savings pot, often with employers adding matching contributions — like a workplace piggy bank for future income. It matters to investors because the amount people save and how employers fund these plans influence consumer spending, corporate payroll costs and the flow of money into financial markets, which can affect stock prices and company valuations.

Form 4 regulatory

"Insider activity is reported on Form 4 for the company’s VP and CFO."

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

Form 4 Insider Transactions: What Each Field Means →

05/19/2026 - 05:50 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^*

Ciccone Thomas A

(Last)

(First)

(Middle)

3240 S. CENTRAL AVENUE

(Street)

CICERO

ILLINOIS

60804

(City)

(State)

(Zip)

UNITED STATES

(Country)

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

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/15/2026

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)
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	05/15/2026		F		2,898⁽¹⁾	D	$4.52	100,379	D
Common Stock	05/18/2026		F		2,332⁽¹⁾	D	$3.79	98,047⁽²⁾	D
Common Stock								21,196	I	By 401(k) Plan

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)

Explanation of Responses:

1. The reporting person has elected to satisfy his withholding obligation in connection with the vesting of a prior restricted stock unit grant by directing the Company to withhold shares otherwise issuable pursuant to the previously reported grant.

2. Includes (i) 4,197 restricted stock units that vest 4,197 shares on 5/25/26; (ii) 6,564 restricted stock units that vest 6,564 shares on 5/16/27; and (iii) 14,878 restricted stock units that vest 7,439 shares on each of 5/15/27 and 5/15/28.

	/s/ Thomas A. Ciccone	05/19/2026
	** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Broadwind (BWEN) report for CFO Thomas A. Ciccone?

Broadwind VP and CFO Thomas A. Ciccone reported share withholdings for taxes, not market sales. The company withheld common shares that would otherwise have been issued from prior restricted stock unit grants to satisfy his tax obligations.

How many Broadwind (BWEN) shares were withheld for Ciccone’s tax obligations?

A total of 5,230 shares were withheld for taxes. This includes 2,898 shares at $4.52 per share on May 15, 2026 and 2,332 shares at $3.79 per share on May 18, 2026, all categorized as tax-withholding dispositions.

Were Ciccone’s Broadwind (BWEN) transactions open-market sales?

No, they were not open-market sales. Both Form 4 entries use code F, described as payment of tax liability by delivering securities, meaning the shares were withheld by the company to cover taxes on vested restricted stock units.

How many Broadwind (BWEN) shares does Ciccone hold after these transactions?

After the reported tax withholdings, Ciccone holds 98,047 Broadwind common shares directly and 21,196 shares indirectly through a 401(k) plan, based on the post-transaction share balances disclosed for the May 15 and May 18, 2026 entries.

What restricted stock units does Ciccone still have with Broadwind (BWEN)?

Ciccone’s position includes 4,197 restricted stock units vesting into 4,197 shares on May 25, 2026, 6,564 RSUs vesting into 6,564 shares on May 16, 2027, and 14,878 RSUs vesting into 7,439 shares on each of May 15, 2027 and May 15, 2028.

How are Ciccone’s indirect Broadwind (BWEN) holdings structured?

His indirect holdings are through a 401(k) plan. The Form 4 identifies 21,196 shares of Broadwind common stock held indirectly, with the nature of ownership explicitly described as “By 401(k) Plan,” separate from his directly held shares.