Helios (HLIO) Insider Filing: CEO Vesting Event Converts 748 RSUs

Rhea-AI Filing Summary

Sean Bagan, President, CEO and CFO of Helios Technologies (HLIO), reported vesting of restricted stock units and related withholding on 09/11/2025. The filing shows 748 shares acquired on a vesting $55.89 and 183 shares withheld by the issuer to satisfy tax obligations 9,241 shares of common stock. The RSUs were originally granted on 09/11/2024 and vest 50% on each of the first two anniversaries.

Positive

• Executive retained equity alignment: 748 RSU shares vested, maintaining management ownership in HLIO
• Clear disclosure: Filing provides grant date and vesting schedule (09/11/2024; 50% each year), aiding transparency

Negative

• Tax withholding reduced issued shares: 183 shares were withheld to satisfy taxes, lowering net share increase
• No open-market purchases reported: Transaction reflects compensation vesting only, not a buy that would increase share accumulation

Insights

Corporate Governance Expert

TL;DR: Routine executive equity vesting and tax withholding; no new purchase or sale indicating a change in stance.

This Form 4 records the mechanical conversion of previously granted RSUs into common shares for an executive and the customary withholding of some shares to satisfy taxes. The transaction uses standard codes

Securities/Fiduciary Analyst

TL;DR: Executive received 748 shares from RSU vesting; 183 shares withheld for taxes; beneficial ownership modestly changed.

The filing quantifies the effect of RSU vesting on reported beneficial ownership: 748 shares were issued and 183 of those were withheld, leaving the reporting person with 9,241 shares after the event. The disclosed price of $55.89 appears to be the per-share reference for the withholding calculation. This is a standard compensation event without indication of additional market activity or material liquidity transactions.

09/15/2025 - 04:22 PM

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

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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^*

Bagan Sean

(Last) (First) (Middle)

C/O HELIOS TECHNOLOGIES, INC.

7456 16TH ST E

(Street)

SARASOTA FL 34243

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
HELIOS TECHNOLOGIES, INC. [ HLIO ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President, CEO , and CFO

3. Date of Earliest Transaction (Month/Day/Year)
09/11/2025

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	09/11/2025		M		748	A	$55.89	9,424	D
Common Stock	09/11/2025		F		183(1)	D	$55.89	9,241	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
Restricted Stock Units	$0(2)	09/11/2025		M			748	(3)	(3)	Common Stock	748	$0	747	D

Explanation of Responses:

1. No shares were sold - these shares were withheld by the issuer to satisfy tax withholding requirements in connection with the vesting of restricted stock units.

2. Each RSU represents the right to receive, following vesting, one share of Common Stock.

3. Restricted stock units granted to reporting person on 9/11/2024, 50% of the awards vest and convert into Common Stock on each of the first two anniversaries of the grant date.

	/s/ Marc Greenberg, Attorney-in-fact for Sean Bagan	09/15/2025
	** 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 did HLIO insider Sean Bagan report on Form 4?

The Form 4 reports the vesting of 748 RSU shares on 09/11/2025 and the withholding of 183 shares for taxes, resulting in 9,241 shares beneficially owned.

Why were 183 shares listed as disposed (code F) in the HLIO filing?

The 183 shares were withheld by the issuer to satisfy tax withholding requirements in connection with RSU vesting, not sold on the open market.

When were the restricted stock units originally granted to Sean Bagan?

The RSUs were granted on 09/11/2024 and vest 50% on each of the first two anniversaries of the grant date.

How many shares does Sean Bagan own after the reported transactions?

Following the reported transactions on 09/11/2025, Mr. Bagan beneficially owned 9,241 shares of HLIO common stock.

What transaction codes are used in the Form 4 and what do they mean?

The filing uses code M for shares acquired on vesting of RSUs and code F 183(1) to indicate shares withheld to satisfy tax withholding related to the award.