Hennessy Advisors insider Offenbach reports 2,800-share grant and reporting correction

Rhea-AI Filing Summary

Rodger D. Offenbach filed a Form 4 reporting changes in his beneficial ownership of Hennessy Advisors Inc. On 09/18/2025 he is shown as acquiring 2,800 shares of Common Stock at a reported price of $0, bringing his total beneficial ownership to 113,298 shares, held indirectly by a trust. The filing notes the 2,800 shares are underlying stock units that will vest 25% per year beginning September 18, 2026. The form also shows a reported disposition entry of 9,577 shares with an explanatory note that 675 shares previously reported as indirect are now reported as direct due to an administrative correction and that there was no transaction for those 675 shares. The form is signed by an attorney-in-fact on 09/19/2025.

Positive

• Acquisition reported: 2,800 shares acquired at $0, increasing beneficial ownership to 113,298 shares.
• Vesting schedule disclosed: the 2,800 underlying stock units vest 25% per year beginning 09/18/2026.
• Administrative correction clarified: 675 shares were reclassified from indirect to direct ownership with no transaction.

Negative

• None.

Insights

Corporate Governance Expert

TL;DR Insider reported a compensatory equity grant with scheduled vesting and corrected a prior reporting classification; no obvious adverse governance signal.

The Form 4 documents a grant of 2,800 stock units at $0 that vest 25% annually starting 09/18/2026, which is consistent with standard time-based executive compensation practices and aligns the reporting persons interests with shareholders over time. The filing also corrects an administrative reporting error for 675 shares reclassified from indirect to direct ownership, with no underlying transaction. These items are procedural and compensatory rather than indicative of unusual governance events.

Securities Analyst

TL;DR The filing shows a small equity grant and an ownership reclassification; the changes are immaterial to capital structure.

The reported acquisition increases the reporting person's beneficial ownership to 113,298 shares after a 2,800-share grant at $0 and notes scheduled vesting beginning in 2026. A reported disposition of 9,577 shares includes an administrative correction of 675 shares that were not actually transacted. There is no exercise, sale for cash, or derivative activity disclosed. From a market-impact perspective, these disclosures appear routine and not materially dilutive.

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).

1. Name and Address of Reporting Person^*

OFFENBACH RODGER

(Last) (First) (Middle)

7250 REDWOOD BLVD

SUITE 200

(Street)

NOVATO CA 94945

(City) (State) (Zip)

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

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

	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
			Advisory Committee Member

3. Date of Earliest Transaction (Month/Day/Year)
09/18/2025

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	09/18/2025		A(1)		2,800	A	$0	113,298(1)	I	By Trust
Common Stock								9,577(2)	D
Common Stock								6,370	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 2,800 shares of underlying stock units that will vest 25% per year beginning on September 18, 2026.

2. Includes 675 shares previously reported as indirectly owned due to an administrative error that are now being reported as directly owned. There was no transaction.

	/s/ Teresa M. Nilsen, Attorney-in-Fact for Rodger D. Offenbach	09/19/2025
	** 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 Rodger Offenbach report on the Form 4 for HNNAZ?

The Form 4 reports an acquisition of 2,800 common shares at $0 on 09/18/2025, bringing his beneficial ownership to 113,298 shares, and a reporting reclassification of 675 shares.

Do the 2,800 shares reported by Offenbach vest immediately?

No. The filing states the 2,800 shares are underlying stock units that will vest 25% per year beginning on 09/18/2026.

Was there a sale of shares reported in this Form 4?

The form lists a disposition entry of 9,577 shares, but an explanatory note states 675 shares were reclassified due to an administrative error and there was no transaction for those 675 shares.

Who signed the Form 4 filing for Rodger Offenbach?

The Form 4 is signed by Teresa M. Nilsen, Attorney-in-Fact for Rodger D. Offenbach on 09/19/2025.