[Form 4] Espey Mfg. & Electronics Corp Insider Trading Activity

Rhea-AI Filing Summary

Espey Mfg. & Electronics Corp. (ESP) – Form 4 insider transaction filed 25 June 2025

President & CEO David A. O’Neil reported two same-day option exercises followed by same-day open-market sales:

• 23 Jun 2025: Exercised 1,958 options at $14.87 and immediately sold the same 1,958 shares at $40.04.
• 24 Jun 2025: Exercised 4,042 options at $14.87 and sold the 4,042 shares at $40.00.

Total shares involved: 6,000. Because the sale matched the exercised amount, the reporting person’s direct ownership from these lots returned to zero. The filing notes that O’Neil still beneficially owns 19,914 ESP shares in an ESOP account and retains 25,425 unexercised options after the transactions.

No other equity awards, debt instruments, or company financial metrics are disclosed in this Form 4. The transactions were coded “M” (option exercise) and “S” (open-market sale). No Rule 10b5-1 trading plan was indicated.

From an investor perspective, the filing reflects routine option monetisation by the chief executive, with gross proceeds near $240 K (6,000 × ≈$40) before taxes and exercise costs. The size represents a small fraction of O’Neil’s remaining economic exposure to ESP shares.

Positive

• None.

Negative

• Chief executive liquidated 6,000 shares in open-market sales, which some investors may interpret as a short-term bearish signal, albeit modest in size.

Insights

Securities Analyst

TL;DR – CEO sold 6,000 shares after exercising options; routine, modest size, neutral impact.

The Form 4 shows David O’Neil exercising options struck at $14.87 and liquidating the resulting shares around $40, realising a spread of roughly $25 per share. Because the dispositions offset the exercised amount, there is no change in direct share count, only cashing in previously granted options. O’Neil’s ongoing stake (≈19.9 K ESOP shares plus 25.4 K remaining options) limits signalling risk; therefore, the market impact should be marginal. No 10b5-1 plan is cited, but the trade volume is well below typical insider-sale red-flag thresholds (<1 % of ESP’s float). Overall, the filing is informational rather than directional.

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^*

ONEIL DAVID A

(Last) (First) (Middle)

14 BRIDGET CIRCLE

(Street)

COHOES NY 12047

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ESPEY MFG & ELECTRONICS CORP [ ESP ]

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President & CEO

3. Date of Earliest Transaction (Month/Day/Year)
06/23/2025

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 - $.33 1/3 par value	06/23/2025		M		1,958	A	$14.87	1,958	D
Common Stock - $.33 1/3 par value	06/23/2025		S		1,958	D	$40.04	0	D
Common Stock - $.33 1/3 par value	06/24/2025		M		4,042	A	$14.87	4,042	D
Common Stock - $.33 1/3 par value	06/24/2025		S		4,042	D	$40	0(1)	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
Stock Option	$14.87	06/23/2025	06/23/2025	M			6,000	07/01/2023	07/07/2031	Common Stock	6,000	$14.87	25,425	D

Explanation of Responses:

1. The reporting person owns 19,914 shares of common stock in his ESOP account

	/s/ David A. O'Neil	06/25/2025
	** 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

How many ESP shares did CEO David A. O’Neil sell according to the 25 June 2025 Form 4?

He sold 6,000 shares (1,958 on 23 Jun 2025 and 4,042 on 24 Jun 2025).

At what prices were the ESP shares sold?

The shares were sold at $40.04 and $40.00 per share.

What was the exercise price of the options exercised by the ESP CEO?

The options were exercised at $14.87 per share.

How many ESP shares does the CEO still beneficially own after these transactions?

The Form 4 states he holds 19,914 shares through an ESOP account.

Does the CEO still hold unexercised ESP options?

Yes. After the reported trades he retains 25,425 unexercised stock options.

Was the sale made under a Rule 10b5-1 trading plan?

The Form 4 does not indicate that a 10b5-1 plan was used.