Insteel Insider Sale: Richard Wagner Disposes of 4,366 IIIN Shares

Rhea-AI Filing Summary

Form 4 shows Richard Wagner, Senior Vice President and COO of Insteel Industries, Inc. (IIIN), sold 4,366 shares of common stock on 08/26/2025 at a price of $38.42 per share. Following the sale he beneficially owns 40,660 shares, held directly. The filing was signed by an attorney-in-fact on 08/26/2025.

Positive

• Reporting compliance appears satisfied with full transaction details provided
• Officer retains a meaningful stake after the sale: 40,660 shares beneficially owned

Negative

• Insider sale of 4,366 shares reduces officer's direct holdings
• No explanatory note was provided for the reason behind the sale in the filing

Insights

Financial Analyst

TL;DR: Routine insider sale by an officer; not necessarily a signal of company-wide change.

The sale of 4,366 shares at $38.42 reducing direct holdings to 40,660 shares is a clear, single transaction disclosed under Section 16. The size of the sale relative to remaining holdings is modest and the filing contains no linked derivative activity or additional context about purpose. For investors this is a factual disclosure of insider liquidity, not an earnings or operational update.

Corporate Governance Expert

TL;DR: Compliance filing appears complete for a single non-derivative sale by an officer.

The Form 4 records the required details: reporting person identity, relation to issuer, transaction date, code (S for sale), number of shares sold, sale price, and post-transaction beneficial ownership. The form was signed via attorney-in-fact, which is acceptable. No indications of additional related-party arrangements or 10b5-1 plan checkboxes were marked in the visible content.

Insider Trade Summary

Net Seller: 4,366 shares ($167,742)

Net Sell 1 txn

Insider Wagner Richard

Role Senior Vice President and COO

Sold 4,366 shs ($168K)

Type	Security	Shares	Price	Value
Sale	Common Stock	4,366	$38.42	$168K

Holdings After Transaction: Common Stock — 40,660 shares (Direct)

Footnotes (1)

Form 4 Insider Transactions: What Each Field Means →

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^*

Wagner Richard

(Last) (First) (Middle)

1373 BOGGS DRIVE

(Street)

MOUNT AIRY NC 27030

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
INSTEEL INDUSTRIES INC [ IIIN ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Senior Vice President and COO

3. Date of Earliest Transaction (Month/Day/Year)
08/26/2025

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	08/26/2025		S		4,366	D	$38.42	40,660	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

Explanation of Responses:

	/s/ Elizabeth C. Southern, Attorney-in-Fact	08/26/2025
	** 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 Richard Wagner (IIIN) disclose on Form 4 dated 08/26/2025?

He disclosed a sale of 4,366 shares of Insteel Industries common stock on 08/26/2025 at $38.42 per share, leaving 40,660 shares beneficially owned.

What is Richard Wagner's role at Insteel Industries (IIIN)?

The filing lists him as an Officer with the title Senior Vice President and COO.

Was the transaction a derivative trade or a direct stock sale?

The Form 4 reports a non-derivative transaction with transaction code S indicating a direct sale of common stock.

Who signed the Form 4 filing for Richard Wagner?

The filing shows it was signed by Elizabeth C. Southern, Attorney-in-Fact on 08/26/2025.

How many shares does Wagner own after the reported transaction?

He beneficially owns 40,660 shares following the sale.