Insteel Industries (IIIN) director reports RSU grant and 2,703-share vesting

Rhea-AI Filing Summary

Insteel Industries director Jon M. Ruth reported equity compensation activity involving company stock. On February 10, 2026, he received a grant of 2,297 Restricted Stock Units (RSUs), which are scheduled to vest on February 10, 2027 and convert into common stock on a one-for-one basis.

On February 11, 2026, 2,703 RSUs vested and were converted into 2,703 shares of Insteel Industries common stock at no cash exercise price. After this conversion, 24,959 common shares were held indirectly through the Jon M. Ruth Revocable Trust, and the related RSU award reflected in the filing 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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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^*

Ruth Jon M

(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	02/11/2026		M(1)		2,703	A	(1)	24,959	I	Held by Jon M. Ruth Revocable Trust

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		A		2,297		(3)	(3)	Common Stock	2,297	$0	2,297	D
Restricted Stock Units	(2)	02/11/2026		M(1)			2,703	(4)	(4)	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 will vest on February 10, 2027.

4. The Restricted Stock Units vested on February 11, 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).
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FAQ

What insider transactions did Insteel Industries (IIIN) director Jon M. Ruth report?

Jon M. Ruth reported equity compensation transactions, including a grant of 2,297 Restricted Stock Units and the vesting and conversion of 2,703 RSUs into 2,703 common shares, as reflected in his Form 4 filing for Insteel Industries.

How many Restricted Stock Units were granted to Jon M. Ruth at Insteel Industries (IIIN)?

Jon M. Ruth received a grant of 2,297 Restricted Stock Units. These RSUs are a form of equity compensation that convert into Insteel Industries common stock on a one-for-one basis when they vest according to the specified vesting schedule.

When will Jon M. Ruth’s newly granted RSUs at Insteel Industries (IIIN) vest?

The 2,297 Restricted Stock Units granted to Jon M. Ruth will vest on February 10, 2027. Upon vesting, each RSU is scheduled to convert into one share of Insteel Industries common stock under the terms described in the Form 4 filing.

What happened to the 2,703 Restricted Stock Units reported by Jon M. Ruth at Insteel Industries (IIIN)?

The 2,703 Restricted Stock Units vested on February 11, 2026 and were converted into 2,703 shares of Insteel Industries common stock at a price of $0 per share, reflecting a derivative conversion rather than an open-market purchase.

How many Insteel Industries (IIIN) shares does Jon M. Ruth’s trust hold after these transactions?

Following the vesting and conversion of 2,703 Restricted Stock Units, 24,959 shares of Insteel Industries common stock were reported as indirectly owned through the Jon M. Ruth Revocable Trust, according to the Form 4 ownership table.

Are Jon M. Ruth’s Insteel Industries (IIIN) shares held directly or indirectly?

After the reported transactions, 24,959 Insteel Industries common shares are held indirectly through the Jon M. Ruth Revocable Trust. The Form 4 identifies this as indirect ownership, separate from his directly held Restricted Stock Units position.