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Electro Sensors (ELSE) CEO boosts stake via option and RSU conversions

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Electro Sensors Inc. CEO David L. Klenk increased his direct equity stake through equity awards, not open-market trades. On February 6, he exercised a stock option for 50,000 shares of common stock. Earlier, on September 1, 14,000 restricted stock units converted into 14,000 common shares on a one-for-one basis. In addition, 3,373 common shares are held for his benefit in the Electro-Sensors, Inc. Employee Stock Ownership Plan.

Positive

  • None.

Negative

  • None.
Insider KLENK DAVID L
Role CEO
Type Security Shares Price Value
Exercise Common Stock 50,000 $3.41 $171K
Exercise Stock Option (Right-to-Buy) 50,000 $0.00 --
Exercise Restricted Stock Units 14,000 $0.00 --
Exercise Common Stock 14,000 $0.00 --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 50,000 shares (Direct); Stock Option (Right-to-Buy) — 25,000 shares (Direct); Restricted Stock Units — 21,000 shares (Direct); Common Stock — 3,373 shares (Indirect, Employee Stock Ownership Plan)
Footnotes (1)
  1. Restricted stock units convert into common stock on a one-for-one basis. 3,373 shares are held by the Electro-Sensors, Inc. Employee Stock Ownership Plan for the account of Mr. Klenk. On February 9, 2016, the reporting person was granted an option exercisable for 50,000 shares, which vested in five equal annual installments beginning on the date of grant. The option was fully vested on February 9, 2020. On September 1, 2023, the reporting person was granted 35,000 restricted stock units, which will vest in five equal annual installments beginning on September 1, 2024. To date, a total of 14,000 restricted stock units have vested.
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*
KLENK DAVID L
(Last) (First) (Middle)
6111 BLUE CIRCLE DRIVE
(Street)
MINNETONKA MN 55343
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
ELECTRO SENSORS INC [ ELSE ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
CEO
3. Date of Earliest Transaction (Month/Day/Year)
09/01/2025
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 02/06/2026 M 50,000 A $3.41 50,000 D
Common Stock 09/01/2025 M 14,000 A (1) 64,000 D
Common Stock 3,373 I(2) Employee Stock Ownership 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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right-to-Buy) $3.41 02/04/2026 M 50,000 02/09/2020(3) 02/08/2026 Common Stock 50,000 $0 25,000 D
Restricted Stock Units (1) 09/01/2025 M 14,000 (4) (4) Common Stock 14,000 $0 21,000 D
Explanation of Responses:
1. Restricted stock units convert into common stock on a one-for-one basis.
2. 3,373 shares are held by the Electro-Sensors, Inc. Employee Stock Ownership Plan for the account of Mr. Klenk.
3. On February 9, 2016, the reporting person was granted an option exercisable for 50,000 shares, which vested in five equal annual installments beginning on the date of grant. The option was fully vested on February 9, 2020.
4. On September 1, 2023, the reporting person was granted 35,000 restricted stock units, which will vest in five equal annual installments beginning on September 1, 2024. To date, a total of 14,000 restricted stock units have vested.
/s/ David Klenk 02/18/2026
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did Electro Sensors (ELSE) CEO David Klenk report?

CEO David Klenk reported acquiring shares through equity awards. He exercised a stock option for 50,000 common shares and had 14,000 restricted stock units convert into 14,000 common shares, plus 3,373 shares held for him in the Employee Stock Ownership Plan.

Did the Electro Sensors (ELSE) CEO sell any shares in this Form 4?

The Form 4 shows no reported share sales by CEO David Klenk. All coded transactions are exercises or conversions of derivative securities, including stock options and restricted stock units, resulting in additional common shares credited to his direct and plan-related holdings.

How many Electro Sensors (ELSE) shares came from option exercises?

David Klenk exercised a stock option exercisable for 50,000 common shares. The option was originally granted in 2016, vested over five years, and was fully vested by 2020 before he exercised it for 50,000 shares of common stock.

What does the Form 4 say about Electro Sensors (ELSE) restricted stock units?

The filing notes a grant of 35,000 restricted stock units on September 1, 2023. These vest in five equal annual installments starting September 1, 2024, and to date 14,000 units have vested and converted into 14,000 common shares on a one-for-one basis.

How many Electro Sensors (ELSE) shares are held for the CEO in the ESOP?

According to the footnotes, 3,373 common shares are held by the Electro-Sensors, Inc. Employee Stock Ownership Plan for the account of David Klenk. These shares are reported as indirectly owned through the Employee Stock Ownership Plan structure.

What types of securities are involved in this Electro Sensors (ELSE) Form 4?

The Form 4 involves common stock, stock options, and restricted stock units. Options and restricted stock units are derivative awards that, when exercised or vested, convert into common shares, increasing the CEO’s reported ownership position in the company.