[Form 4] Byrna Technologies Inc. Insider Trading Activity

Rhea-AI Filing Summary

Byrna Technologies Inc. (BYRN) reported that on 09/19/2025 director Thomas J. Kennedy was granted 4,379 restricted stock units (RSUs). Each RSU converts into one share of common stock and was granted at a $0 per-share price as part of his appointment as an independent director. The RSUs vest on the earlier of one year from the grant date or the company’s next annual meeting of stockholders (provided that meeting is at least 50 weeks after the prior meeting), subject to the director’s continuous service through the vesting date. Following the grant, the reporting person beneficially owns 4,379 shares on a direct basis. The Form 4 was signed by power of attorney on 09/23/2025.

Insights

Corporate Governance Expert

TL;DR: A routine director equity grant to align interests; vesting tied to service or the next annual meeting.

The grant of 4,379 RSUs to a newly appointed independent director is a common governance practice to align management and director incentives with shareholders. The award vests based on continued service or timing of the next annual meeting, which is standard for initial director grants. The award size appears modest in absolute terms and carries no exercise price, reflecting typical restricted stock unit economics where value is realized only if the company’s stock retains value at settlement. This filing does not disclose other holdings or larger compensation arrangements, and there is no indication of accelerated vesting or special terms beyond the stated conditions.

Securities Analyst

TL;DR: Small, routine equity grant; unlikely to move valuation or signal major strategic change.

The reported transaction is a non-derivative issuance of 4,379 shares via RSUs granted at $0, recorded as a direct beneficial ownership increase. For a public company, this size grant to a director is typically immaterial relative to total outstanding shares and should not have a material capital structure impact. The filing is straightforward and procedural, filed by power of attorney on 09/23/2025. Investors seeking material signals should look for larger insider transactions or additional disclosures that are not present here.

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

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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^*

Kennedy TJ

(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)
09/19/2025

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

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)	09/19/2025		A		4,379		(2)	(2)	Common Stock	4,379	$0	4,379	D

Explanation of Responses:

1. Each restricted stock unit ("RSU") represents a contingent right to receive one share of the common stock of Byrna Technologies Inc. (the "Issuer")

2. The RSUs were granted in connection with the Reporting Person's appointment as an independent director on the Issuer's board of directors. Pursuant to the terms of the grant, the RSUs vest on the earlier of (i) one year from the grant date or (ii) the Issuer's next annual meeting of stockholders (provided such meeting is no less than 50 weeks after the most recent meeting of stockholders), conditioned on the Reporting Person's continuous service through such vesting date.

	/s/ Lisa Klein Wager by Power of Attorney	09/23/2025
	** 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 did BYRN report in this Form 4 filing?

The company reported a grant of 4,379 RSUs to director Thomas J. Kennedy on 09/19/2025, each converting to one share of common stock.

When do the RSUs granted to the BYRN director vest?

The RSUs vest on the earlier of one year from the grant date or the company’s next annual meeting of stockholders (if that meeting is at least 50 weeks after the prior meeting), subject to continuous service.

What price was paid for the RSUs in the BYRN Form 4?

The RSUs were granted at a $0 per-unit price; they represent contingent rights to receive shares upon vesting.

How many shares does the reporting person beneficially own after the transaction?

Following the reported transaction, the reporting person beneficially owns 4,379 shares on a direct basis.

Who signed the Form 4 for the BYRN filing and when?

The Form 4 was signed by Lisa Klein Wager by power of attorney on 09/23/2025.