Byrna Technologies (BYRN) director gains 1,459 shares from RSUs

Rhea-AI Filing Summary

Byrna Technologies director Herbert Hughes reported acquiring rights to 1,459 shares of common stock on March 2, 2026 through the exercise/conversion of restricted stock units granted for board service. These 1,459 units vested when he retired as Chairman but remained on the Board, while 4,865 additional units remain outstanding and unvested pending completion of his director term. The vested and remaining units must be settled in common stock or cash by March 15, 2027, subject to the original vesting conditions.

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

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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^*

Hughes Herbert

(Last) (First) (Middle)

100 BURTT ROAD, SUITE 115

(Street)

ANDOVER MA 01810

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Byrna Technologies Inc. [ BYRN ]

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)
03/02/2026

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	03/02/2026(3)		M		1,459	A	(1)	147,796	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
Restricted Stock Units	(1)	03/02/2026		M			1,459	(2)	(2)(3)	Common Stock	1,459	$0	4,865	D

Explanation of Responses:

1. Each restricted stock unit ("RSU") represents the right to receive, at settlement, one share of common stock or cash.

2. The restricted stock units (the "Units") were granted on 7/29/25 for service as Chairman of the Board during the 2025-26 Annual Meeting Cycle together with 4,865 units as part of the reporting person's base compensation as a director for a total reported grant of 6,324 units with vesting to occur on the earlier of 7/29/26 or the 2026 meeting of the Company's shareholders (provided such meeting is held at least 50 weeks after the 2025 meeting) (the "Final Vesting Date") and conditioned on continued service on the Final Vesting Date.

3. On 3/2/26, the reporting person retired as Chairman while remaining on the Board as a director and a new Chair was elected; the vesting of the portion of the 7/29/25 grant related to services as Chair was accelerated, while the other 4,865 units (the "Unvested Units") remain outstanding but unvested pending completion of the director's term. The 1,459 vested units have not yet been settled but must be settled by March 15, 2027 together with the Unvested Units, provided those units also vest by the Final Vesting Date.

	/s/ Lisa Klein Wager by Power of Attorney	03/09/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did Byrna Technologies (BYRN) disclose for Herbert Hughes?

Byrna Technologies director Herbert Hughes reported acquiring 1,459 shares of common stock via conversion of restricted stock units. These units vested when he retired as Chairman but remained on the Board, reflecting equity compensation rather than an open-market stock purchase.

How many restricted stock units does Herbert Hughes still hold at Byrna Technologies (BYRN)?

After 1,459 units vested, Herbert Hughes continues to hold 4,865 restricted stock units that are outstanding but unvested. These remaining units relate to his base director compensation and depend on continued service through the specified final vesting date.

When were Herbert Hughes’s Byrna Technologies (BYRN) restricted stock units granted and on what terms?

The units were granted on July 29, 2025 for service as Chairman and as a director, totaling 6,324 restricted stock units. Vesting is scheduled for the earlier of July 29, 2026 or the 2026 shareholder meeting, conditioned on Hughes’s continued service through that final vesting date.

How did Herbert Hughes’s role change at Byrna Technologies (BYRN) on March 2, 2026?

On March 2, 2026, Herbert Hughes retired as Chairman of the Board but remained a director. This triggered accelerated vesting of the portion of his July 29, 2025 restricted stock unit grant tied to his Chairman role, while the remaining units continue vesting over time.

When must Herbert Hughes’s vested and unvested Byrna Technologies (BYRN) RSUs be settled?

The 1,459 vested units and any of the remaining 4,865 units that ultimately vest must be settled in common stock or cash by March 15, 2027, provided the unvested units satisfy the original vesting condition known as the Final Vesting Date requirement.