Hennessy Advisors CEO awarded 19,700 shares

HNNA’s CEO received a 19,700-share stock unit award while 9,520.5 shares were delivered or withheld to cover an exercise price or tax liability.

Available on EDGAR 09/22/2026 - 05:47 PM EDT Accepted by SEC EDGAR 09/22/2026 - 05:46 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

HENNESSY ADVISORS INC (HNNA) reports that CEO, director, and large shareholder Neil J. Hennessy, through a trust, received an indirect award of 19,700 shares of common stock on September 18, 2026. These represent stock units that will vest 25% per year beginning on September 18, 2027.

On the same date, the trust delivered or had 9,520.5 shares withheld at $10.38 per share to pay an exercise price or tax liability. Following these events, he holds 5,062 common shares directly and 25,059 shares indirectly through his spouse’s IRA. No Rule 10b5-1 trading plan is reported.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider HENNESSY NEIL J

Role CEO

Type	Security	Shares	Price	Value
Grant/Award	Common Stock F1	19,700	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	9,520.5	$10.38	$99K
Holding	Common Stock	--	--	--
Holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 2,071,291 shares (Indirect, By Trust); Common Stock — 5,062 shares (Direct); Common Stock — 25,059 shares (Indirect, By Spouse's IRA)

Footnotes (1)

1. F1. Includes 19,700 shares of underlying stock units that will vest 25% per year beginning on September 18, 2027.

Key Figures

Awarded shares (indirect, by trust): 19,700 shares Disposition shares for exercise price or tax liability: 9,520.5 shares Price per share on disposition: $10.38 per share +3 more

6 metrics

Awarded shares (indirect, by trust) 19,700 shares Grant of common stock units on September 18, 2026 that vest over four years

Disposition shares for exercise price or tax liability 9,520.5 shares Shares delivered or withheld on September 18, 2026 at $10.38 per share

Price per share on disposition $10.38 per share Applied to 9,520.5 shares delivered or withheld for exercise price or tax liability

Direct common shares after transactions 5,062 shares Direct ownership by Neil J. Hennessy following the September 18, 2026 transactions

Indirect common shares via spouse’s IRA 25,059 shares Indirect ownership through spouse’s IRA after the reported transactions

Vesting rate of stock units 25% per year Vesting schedule for 19,700 stock units beginning September 18, 2027

Key Terms

stock units, vest, IRA, Rule 10b5-1

4 terms

stock units financial

"Includes 19,700 shares of underlying stock units that will vest 25% per year"

Stock units are individual pieces of ownership in a company, like slices of a pie that together make up the whole business. They matter to investors because each unit represents a claim on the company’s assets, profits and sometimes voting power, and changes in the number or value of these units affect ownership percentages, potential dividends and share dilution — all of which influence an investment’s worth.

vest financial

"underlying stock units that will vest 25% per year beginning on September 18, 2027"

A vest is the process by which an employee earns the right to receive certain benefits or ownership interests, such as stock or retirement funds, over time. It’s similar to earning a reward gradually, ensuring that the benefit becomes fully yours only after a set period or meeting specific conditions. This makes it important for investors because it determines when they can actually claim or use those benefits.

IRA financial

"Indirect ownership is reported as By Spouse's IRA"

An individual retirement account (IRA) is a savings account designed to help people put aside money for their retirement, often with tax advantages that encourage long-term savings. It matters to investors because it can grow over time, providing financial security later in life, and offers benefits that can reduce current taxes or allow investments to compound more effectively.

Rule 10b5-1 regulatory

"No Rule 10b5-1 trading plan is reported for these transactions"

Rule 10b5-1 is a regulation that allows company insiders to buy or sell their shares at predetermined times, even if they have access to non-public information. It acts like setting a schedule in advance for transactions, helping prevent accusations of unfair trading. This rule provides a way for insiders to plan trades transparently, giving investors confidence that these transactions are not based on hidden information.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transactions did HNNA’s CEO report on September 18, 2026?

Neil J. Hennessy reported an indirect award of 19,700 shares of HNNA common stock through a trust and a separate indirect disposition of 9,520.5 shares delivered or withheld to pay an exercise price or tax liability, all dated September 18, 2026.

How will the 19,700 awarded HNNA shares to the CEO’s trust vest?

The award covers 19,700 shares of underlying stock units that will vest 25% per year beginning on September 18, 2027. This means the award becomes available in four equal annual installments starting on that date.

What was the price involved in the 9,520.5-share disposition reported for HNNA?

The reported disposition involved 9,520.5 shares of HNNA common stock at a price of $10.38 per share. These shares were delivered or withheld to satisfy either an exercise price or a related tax liability.

What are Neil J. Hennessy’s reported HNNA shareholdings after these transactions?

After the reported transactions, Neil J. Hennessy holds 5,062 HNNA common shares directly and 25,059 shares indirectly through his spouse’s IRA. The filing also reflects indirect activity through a trust related to the award and disposition.

Were the September 18, 2026 HNNA insider transactions under a Rule 10b5-1 plan?

No. The filing indicates that no Rule 10b5-1 trading plan is reported for the September 18, 2026 transactions by Neil J. Hennessy, meaning they are not stated to be executed under a pre-arranged trading plan.

How are the HNNA CEO’s trust-related holdings described in this Form 4?

The Form 4 describes the 19,700-share award and the 9,520.5-share disposition as held indirectly through a trust. The stock units awarded to the trust vest over time, while the disposition reflects shares delivered or withheld for an exercise price or tax liability.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Form 4 Insider Transactions: What Each Field Means →

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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^*

HENNESSY NEIL J

(Last) (First) (Middle)

7250 REDWOOD BLVD

SUITE 200

(Street)

NOVATO CALIFORNIA 94945

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
HENNESSY ADVISORS INC [ HNNA ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/18/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	09/18/2026		A(1)		19,700	A	$0	2,080,811.5(1)	I	By Trust
Common Stock	09/18/2026		F		9,520.5	D	$10.38	2,071,291	I	By Trust
Common Stock								5,062	D
Common Stock								25,059	I	By Spouse's IRA

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. Includes 19,700 shares of underlying stock units that will vest 25% per year beginning on September 18, 2027.

	/s/ Teresa M. Nilsen, Attorney-in-Fact for Neil J. Hennessy	09/22/2026
	** 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.
* Form 4: SEC 1474 (03-26)