CVD Equipment (CVV) issues 11,100-share director award with quarterly vesting

Rhea-AI Filing Summary

Lotfi Ashraf Wagih, a director of CVD Equipment Corp (CVV), received an automatic grant of 11,100 shares of common stock under the company’s Director Compensation Plan pursuant to the 2022 Share Incentive Plan. The shares were issued at a $0 price and increase his direct beneficial ownership to 28,736 shares.

The award vests in four quarterly installments on September 30, 2025, December 31, 2025, March 31, 2026, and June 30, 2026, provided he remains a director on each vesting date. The grant was disclosed on a Form 4 as an automatic director compensation award.

Positive

• Automatic grant of 11,100 shares aligns the director’s interests with shareholders
• Four-quarter vesting schedule promotes retention and continued service

Negative

• Grant issued at $0 is compensation expense to the company rather than a cash purchase
• Filing does not disclose outstanding shares or percentage ownership, so the material impact on ownership cannot be quantified from this document

Insights

Financial Analyst

TL;DR: Routine director equity grant of 11,100 shares increases direct ownership to 28,736; vests quarterly and was issued at no cash cost.

The grant is a standard equity compensation event that aligns the director’s interests with shareholders and imposes time-based vesting conditions to encourage continued service. The $0 price indicates the award is compensation rather than a purchase. The Form 4 shows only non-derivative shares were issued and reports the post-transaction beneficial ownership as 28,736 shares. No derivatives or additional cash transactions are reported, so near-term market impact is likely limited.

Corporate Governance Expert

TL;DR: Award follows the company’s disclosed director compensation program with standard quarterly vesting; disclosure is routine and governance-aligned.

This automatic grant, issued pursuant to the previously disclosed Director Compensation Plan and the 2022 Share Incentive Plan, reflects customary board compensation practice. Vesting across four quarters ties retention to continued board service. The Form 4 provides clear vesting dates and the nature of the award, meeting SEC disclosure expectations. The filing does not provide outstanding share counts or percentage ownership, so governance impact cannot be fully quantified from this form alone.

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
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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^*

Lotfi Ashraf Wagih

(Last) (First) (Middle)

C/O CVD EQUIPMENT CORPORATION

355 S. TECHNOLOGY DRIVE

(Street)

CENTRAL ISLIP NY 11722

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CVD EQUIPMENT CORP [ CVV ]

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)
08/08/2025

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	08/08/2025		A		11,100(1)	A	$0	28,736	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

Explanation of Responses:

1. Automatic grant issued on the date of the Company's 2025 Annual Meeting of Shareholders pursuant to the Company's previously disclosed Director Compensation Plan. Such grant consists of Common Stock issued pursuant to the Company's 2022 Share Incentive Plan and will vest at each quarter (September 30, 2025, December 31, 2025, March 31, 2026 and June 30, 2026) provided that the recipient is still serving as a Director on the respective vesting dates.

	/s/ ASHRAF WAGIH LOTFI	08/12/2025
	** 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 transaction did CVV director Lotfi Ashraf Wagih report on the Form 4?

An automatic grant of 11,100 common shares under the 2022 Share Incentive Plan, issued at a $0 price and reported as an acquisition.

How many shares does Lotfi Ashraf Wagih beneficially own after the reported transaction (CVV)?

The Form 4 reports 28,736 shares beneficially owned following the reported transaction.

When do the granted CVV shares vest?

The award vests in four installments on September 30, 2025, December 31, 2025, March 31, 2026, and June 30, 2026, subject to continued service as a director.

Under which plan was the CVV director grant made?

The grant was made pursuant to the company’s Director Compensation Plan and issued under the 2022 Share Incentive Plan.

Does the Form 4 report any derivative securities for CVV?

No. Table II for derivative securities is empty; only non-derivative common stock was reported in Table I.