Insteel COO vests 2,218 RSUs; 578 shares for taxes

INSTEEL INDUSTRIES INC (IIIN) reported insider equity compensation activity by Senior Vice President and COO Richard Wagner.

Rhea-AI Filing Summary

INSTEEL INDUSTRIES INC (IIIN) reported insider equity compensation activity by Senior Vice President and COO Richard Wagner. On August 14, 2026, 2,218 Restricted Stock Units vested and converted into 2,218 shares of Common Stock on a one-for-one basis. In connection with this vesting, 578 shares of Common Stock were withheld to satisfy tax liabilities at a price of $32.62 per share. Following the vesting, no Restricted Stock Units from this grant remained outstanding.

Insider Trade Summary

2,218 shares exercised/converted

Exercise 3 txns

Insider Wagner Richard

Role Senior Vice President and COO

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units F2, F1, F4	2,218	$0.00	$0.00
Exercise	Common Stock F1, F2	2,218	--	--
Tax Withholding	Common Stock F3	578	$32.62	$19K

Holdings After Transaction: Restricted Stock Units — 0 contracts (Direct); Common Stock — 41,640 shares (Direct)

Footnotes (4)

1. F1. Represents the vesting of Restricted Stock Units.
2. F2. Restricted Stock Units convert into common stock on a one-for-one basis.
3. F3. Represents shares withheld for taxes in connection with the vesting of Restricted Stock Units.
4. F4. The Restricted Stock Units vested on August 14, 2026.

Key Figures

RSUs vested: 2,218 shares Common shares acquired from RSUs: 2,218 shares Shares withheld for taxes: 578 shares +4 more

7 metrics

RSUs vested 2,218 shares Restricted Stock Units converted into Common Stock on August 14, 2026

Common shares acquired from RSUs 2,218 shares Shares of Common Stock received upon RSU vesting

Shares withheld for taxes 578 shares Common Stock withheld to satisfy tax liabilities on vesting

Tax withholding price $32.62 per share Per-share value used for tax-related share withholding

RSUs remaining from this grant 0 units Total Restricted Stock Units following the vesting transaction

Exercise/Conversion transactions 1 event Derivative exercise/conversion events reported in transaction summary

Tax-liability share transactions 578 shares Shares delivered or withheld for tax liability (code F)

Key Terms

Restricted Stock Units, convert into common stock, withheld for taxes, payment of tax liability

4 terms

Restricted Stock Units financial

"Represents the vesting of Restricted Stock Units."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

convert into common stock financial

"Restricted Stock Units convert into common stock on a one-for-one basis."

withheld for taxes financial

"Represents shares withheld for taxes in connection with the vesting"

payment of tax liability financial

"Payment of tax liability by delivering or withholding securities"

FAQ

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

What insider equity transaction did IIIN executive Richard Wagner report on August 14, 2026?

Richard Wagner reported the vesting of 2,218 Restricted Stock Units into 2,218 shares of IIIN Common Stock on August 14, 2026. This reflects routine equity compensation vesting rather than an open-market purchase or sale of common shares.

How many INSTEEL INDUSTRIES INC (IIIN) shares were withheld for taxes in this Form 4?

In connection with the RSU vesting, 578 shares of IIIN Common Stock were withheld to cover tax liabilities at $32.62 per share. These withheld shares reduce the executive’s net shares received from the vesting event.

Did Richard Wagner exercise options or convert derivatives into IIIN common stock?

Yes. 2,218 Restricted Stock Units were converted into 2,218 shares of IIIN Common Stock on a one-for-one basis. This conversion reflects the scheduled vesting terms of the RSUs, not a discretionary open-market trade.

Were any Restricted Stock Units left outstanding for Richard Wagner after this IIIN transaction?

For this specific grant, the Form 4 shows 0 Restricted Stock Units remaining after the 2,218 units vested. The vesting date was August 14, 2026, completing this RSU award’s conversion into common shares.

Was the August 14, 2026 IIIN Form 4 transaction under a Rule 10b5-1 trading plan?

The filing’s Rule 10b5-1 checkbox is not marked as a trading plan transaction. The reported activity involves RSU vesting and tax-related share withholding, which typically follow preset award terms rather than discretionary trading.

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

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Available on EDGAR 08/18/2026 - 02:03 PM Accepted by SEC EDGAR 08/18/2026 - 02:02 PM Learn about SEC filing dates

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 NORTH CAROLINA 27030

(City) (State) (Zip)

UNITED STATES

(Country)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/14/2026

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	08/14/2026		M(1)		2,218	A	(2)	42,218	D
Common Stock	08/14/2026		F(3)		578	D	$32.62	41,640	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	(2)	08/14/2026		M(1)			2,218	(4)	(4)	Common Stock	2,218	$0	0	D

Explanation of Responses:

1. Represents the vesting of Restricted Stock Units.

2. Restricted Stock Units convert into common stock on a one-for-one basis.

3. Represents shares withheld for taxes in connection with the vesting of Restricted Stock Units.

4. The Restricted Stock Units vested on August 14, 2026.

	/s/ Elizabeth C. Southern, Attorney-in-Fact	08/18/2026
	** 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)