CPS Technologies (CPSH) CFO exercises 25,000 options, 8,970 shares withheld

Rhea-AI Filing Summary

CPS Technologies CFO Charles Kellogg Griffith Jr reported compensation-related stock transactions. He exercised options for 25,000 shares of Common Stock at $1.55 per share and had 8,970 shares withheld at $4.32 per share to cover tax obligations. Following these transactions, he directly owns 75,369 Common Stock shares and 55,000 Common Stock options.

Insider Trade Summary

25,000 shares exercised/converted

Mixed 3 txns

Insider Griffith Charles Kellogg Jr

Role CFO

Type	Security	Shares	Price	Value
Exercise	Common Stock Option	25,000	$1.55	$39K
Exercise	Common Stock	25,000	$1.55	$39K
Tax Withholding	Common Stock	8,970	$4.32	$39K

Holdings After Transaction: Common Stock Option — 55,000 shares (Direct, null); Common Stock — 75,369 shares (Direct, null)

Footnotes (1)

Key Figures

Options exercised: 25,000 shares Exercise price: $1.55/share Shares withheld for taxes: 8,970 shares +4 more

7 metrics

Options exercised 25,000 shares Common Stock options exercised at $1.55 per share

Exercise price $1.55/share Strike price for 25,000 Common Stock options

Shares withheld for taxes 8,970 shares Tax-withholding disposition at $4.32 per share

Tax withholding price $4.32/share Value used for 8,970 withheld shares

Common shares after transactions 75,369 shares Direct Common Stock holdings following Form 4 transactions

Options remaining 55,000 options Common Stock options outstanding after the reported exercise

Tax-withholding shares in summary 8,970 shares TaxWithholdingShares from transactionSummary

Key Terms

tax-withholding disposition, derivative exercise/conversion, Common Stock Option

3 terms

tax-withholding disposition financial

"had 8,970 shares withheld at $4.32 per share to cover tax 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.

derivative exercise/conversion financial

"He exercised options for 25,000 shares of Common Stock at $1.55 per share"

Common Stock Option financial

"Following the option exercise, 55,000 Common Stock options remain outstanding"

Form 4 Insider Transactions: What Each Field Means →

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^*

Griffith Charles Kellogg Jr

(Last) (First) (Middle)

111 SOUTH WORCESTER STREET

(Street)

NORTON MASSACHUSETTS 02766

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
CPS TECHNOLOGIES CORP/DE/ [ CPSH ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/11/2026

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	05/11/2026		M		25,000	A	$1.55	75,369	D
Common Stock	05/11/2026		F		8,970	D	$4.32	66,399	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
Common Stock Option	$1.55	05/11/2026		M			25,000	04/08/2024	04/08/2029	Common Stock	25,000	$1.55	55,000	D

Explanation of Responses:

	Charles K Griffith Jr	05/12/2026
	** 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)

FAQ

What insider transactions did CPSH CFO Charles Kellogg Griffith Jr report?

CPS Technologies CFO Charles Kellogg Griffith Jr exercised options for 25,000 Common Stock shares and had 8,970 shares withheld for taxes. These transactions were reported as routine compensation-related moves rather than open-market buying or selling activity.

At what price did the CPSH CFO exercise his stock options?

The CPS Technologies CFO exercised stock options at $1.55 per share for 25,000 Common Stock shares. This reflects the option strike price, not a market trade, and converts derivative awards into directly owned shares as part of his compensation package.

How many CPSH shares were withheld to cover the CFO’s tax obligations?

A total of 8,970 CPS Technologies Common Stock shares were withheld at $4.32 per share to satisfy tax obligations. This F-code transaction is a tax-withholding disposition, not an open-market sale initiated for portfolio or valuation reasons.

How many CPSH shares does the CFO hold after these transactions?

After completing the reported transactions, the CPS Technologies CFO directly owns 75,369 Common Stock shares. This figure reflects his post-transaction equity position and helps investors gauge the relative size of the option exercise and associated tax-withholding disposition.

What CPSH stock options remain after the CFO’s exercise?

Following the option exercise, 55,000 Common Stock options remain outstanding for the CPS Technologies CFO. These options, separate from his direct shareholdings, represent additional potential equity exposure if exercised before their stated expiration date in the award terms.