STOCK TITAN

[Form 4] HEICO CORP Insider Trading Activity

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

Rhea-AI Filing Summary

HEICO CORP Co-COB and Co-CEO Victor H. Mendelson reported updated holdings and a new stock option award on Common Stock. The filing shows a grant of 10,000 options on Common Stock at an exercise price of $256.01 per share, characterized as a compensation-related acquisition.

After this grant, Mendelson holds substantial direct positions, including 1,274,308 shares of Common Stock and 215,911 shares of Class A Common Stock, plus various indirect holdings through trusts, retirement plans, and related entities. He also retains multiple option positions on Common Stock with exercise prices between $44.9638 and $163.61 expiring between 2027 and 2033.

Positive

  • None.

Negative

  • None.
Insider MENDELSON VICTOR H
Role Co-COB and Co-CEO
Type Security Shares Price Value
Grant/Award Option (Right to purchase Common Stock) 10,000 $0.00 --
holding Option (Right to purchase Common Stock) -- -- --
holding Option (Right to purchase Common Stock) -- -- --
holding Option (Right to purchase Common Stock) -- -- --
holding Option (Right to purchase Common Stock) -- -- --
holding Option (Right to purchase Common Stock) -- -- --
holding Common Stock -- -- --
holding Class A Common Stock -- -- --
holding Class A Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Class A Common Stock -- -- --
holding Common Stock -- -- --
holding Class A Common Stock -- -- --
holding Common Stock -- -- --
holding Class A Common Stock -- -- --
holding Common Stock -- -- --
holding Class A Common Stock -- -- --
holding Common Stock -- -- --
holding Class A Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Option (Right to purchase Common Stock) — 10,000 shares (Direct, null); Common Stock — 1,274,308 shares (Direct, null); Class A Common Stock — 215,911 shares (Direct, null); Class A Common Stock — 189,030 shares (Indirect, Owned by Corporation); Common Stock — 172,515 shares (Indirect, Owned by Partnership)
Footnotes (1)
  1. Represents shares owned by Mendelson International Corporation whose stock is owned solely by the Reporting Person and Eric Mendelson, the brother of the Reporting Person. Represents shares owned by VHM Management Limited Partners, a partnership whose sole general partner is a corporation controlled by the Reporting Person. Represents shares held for the benefit of the Reporting Person by the HEICO Corporation 401(k), based on a plan statement dated May 26, 2026. Represents shares gifted by the Reporting Person to trusts for the benefit of the Reporting Person's immediate family members and whose Trustee is the Reporting Person. Represents shares owned by the Victor H. Mendelson Revocable Investment Trust which is owned solely by the Reporting Person. Represents shares held for the reporting person by the HEICO Corporation Leadership Compensation Plan (409A Plan). These options become exercisable 20% per year over five years from the date of Grant. Represents the vesting of the first tranche (20%) of performance-based stock options originally granted on March 14, 2025. Vesting occurred upon certification by the Compensation Committee on May 27, 2026 that the applicable performance conditions for the first measurement interval were achieved.
SEC Form 4
FORM 4UNITED 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*
MENDELSON VICTOR H

(Last)(First)(Middle)
825 BRICKELL BAY DRIVE, SUITE 1644

(Street)
MIAMI FLORIDA 33131

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
HEICO CORP [ HEI, HEI.A ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)XOther (specify below)
Co-COB and Co-CEOMember of 10% owner group
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/27/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock1,274,308D
Class A Common Stock215,911D
Class A Common Stock189,030IOwned by Corporation(1)
Common Stock172,515IOwned by Partnership(2)
Common Stock4,762IAs custodian for children
Class A Common Stock19,136IAs custodian for children
Common Stock93,198IBy 401(k)(3)
Class A Common Stock88,439IBy 401(k)(3)
Common Stock921IBy Keogh Account
Class A Common Stock16,133IBy Keogh Account
Common Stock570,852IBy Trusts(4)
Class A Common Stock137,199IBy Trusts(4)
Common Stock28,819IBy Trusts(5)
Class A Common Stock8,465IBy Trusts(5)
Common Stock4,072IBy 409A Plan(6)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Option (Right to purchase Common Stock)$44.9638 (7)03/17/2027Common Stock115,313115,313D
Option (Right to purchase Common Stock)$70.656 (7)03/16/2028Common Stock125,000125,000D
Option (Right to purchase Common Stock)$134.7 (7)09/24/2031Common Stock125,000125,000D
Option (Right to purchase Common Stock)$163.35 (7)03/17/2033Common Stock62,50062,500D
Option (Right to purchase Common Stock)$163.61 (7)06/09/2033Common Stock62,50062,500D
Option (Right to purchase Common Stock)$256.0105/27/2026A10,00005/27/2026(8)03/14/2035Common Stock10,000$010,000D
Explanation of Responses:
1. Represents shares owned by Mendelson International Corporation whose stock is owned solely by the Reporting Person and Eric Mendelson, the brother of the Reporting Person.
2. Represents shares owned by VHM Management Limited Partners, a partnership whose sole general partner is a corporation controlled by the Reporting Person.
3. Represents shares held for the benefit of the Reporting Person by the HEICO Corporation 401(k), based on a plan statement dated May 26, 2026.
4. Represents shares gifted by the Reporting Person to trusts for the benefit of the Reporting Person's immediate family members and whose Trustee is the Reporting Person.
5. Represents shares owned by the Victor H. Mendelson Revocable Investment Trust which is owned solely by the Reporting Person.
6. Represents shares held for the reporting person by the HEICO Corporation Leadership Compensation Plan (409A Plan).
7. These options become exercisable 20% per year over five years from the date of Grant.
8. Represents the vesting of the first tranche (20%) of performance-based stock options originally granted on March 14, 2025. Vesting occurred upon certification by the Compensation Committee on May 27, 2026 that the applicable performance conditions for the first measurement interval were achieved.
Remarks:
/s/ Victor H. Mendelson05/29/2026
** Signature of Reporting PersonDate
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)