Director at INSTEEL INDUSTRIES INC (IIIN) gains 2,703 shares as RSUs vest

Rhea-AI Filing Summary

INSTEEL INDUSTRIES INC director reports RSU vesting and share increase. On February 10, 2026, director ROGERS W ALLEN II acquired 2,703 shares of common stock through the exercise or conversion of Restricted Stock Units that vested on that date.

The Restricted Stock Units converted into common stock on a one-for-one basis at an exercise price of $0 per share. Following this conversion, the director directly owned 96,167 shares of INSTEEL INDUSTRIES INC common stock, while the reported Restricted Stock Unit balance was reduced to zero.

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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X

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^*

ROGERS W ALLEN II

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
02/10/2026

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	02/10/2026		M(1)		2,703	A	(2)	96,167	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)	02/10/2026		M(1)			2,703	(3)	(3)	Common Stock	2,703	$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. The Restricted Stock Units vested on February 10, 2026.

	/s/ Elizabeth C. Southern, Attorney-in-Fact	02/12/2026
	** 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.

FAQ

What insider transaction did IIIN director Rogers W Allen II report?

Rogers W Allen II reported acquiring 2,703 INSTEEL INDUSTRIES INC common shares via vesting and conversion of Restricted Stock Units. The transaction used code M, indicating an exercise or conversion of a derivative security into common stock at an exercise price of $0 per share.

How many INSTEEL INDUSTRIES INC (IIIN) shares does the director own after this Form 4?

After the reported transaction, the director directly owns 96,167 shares of INSTEEL INDUSTRIES INC common stock. This reflects the addition of 2,703 shares received from the vested Restricted Stock Units converting into common stock on a one-for-one basis on February 10, 2026.

Was the IIIN director’s Form 4 transaction a market purchase or sale?

The Form 4 shows an exercise or conversion of Restricted Stock Units, not a market purchase or sale. Code M indicates derivative conversion, with 2,703 Restricted Stock Units vesting and converting into 2,703 common shares at an exercise price of $0 per share.

What do the 2,703 Restricted Stock Units reported for IIIN represent?

The 2,703 Restricted Stock Units represent equity awards that vested and converted into 2,703 INSTEEL INDUSTRIES INC common shares. Footnotes explain the units convert on a one-for-one basis and vested on February 10, 2026, after which no Restricted Stock Units remained outstanding in this award.

What is transaction code M on the IIIN Form 4 for the director?

Transaction code M on the IIIN Form 4 indicates an exercise or conversion of a derivative security. Here, 2,703 Restricted Stock Units were converted into 2,703 common shares at an exercise price of $0, reflecting vesting of the award rather than an open-market trade.

Is the IIIN director’s ownership reported as direct or indirect after the RSU vesting?

The Form 4 reports the director’s 96,167 INSTEEL INDUSTRIES INC common shares as directly owned, using ownership code D. There is no disclosed indirect ownership nature or related entity in the filing for these specific shares following the Restricted Stock Unit conversion.