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Tax-driven inTEST (NASDAQ: INTT) CEO share sales under 10b5-1 plan

Filing Impact
(Neutral)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

INTEST CORP President & CEO Richard N. Grant Jr. reported open-market sales of company common stock that were used to cover taxes on vesting restricted stock. He sold 1,397 shares at $14.1639 per share and 1,097 shares at $13.3259 per share pursuant to a pre-arranged Rule 10b5-1 trading plan adopted on December 8, 2023. After these transactions, he holds 186,722 common shares directly and maintains multiple employee stock option awards, including options expiring between 2031 and 2035 with exercise prices ranging from $7.7400 to $16.0600.

Positive

  • None.

Negative

  • None.
Insider Grant Richard N. Jr.
Role President & CEO
Sold 2,494 shs ($34K)
Type Security Shares Price Value
Sale Common Stock 1,397 $14.1639 $20K
Sale Common Stock 1,097 $13.3259 $15K
holding Employee Stock Option (right to buy) -- -- --
holding Employee Stock Option (right to buy) -- -- --
holding Employee Stock Option (right to buy) -- -- --
holding Employee Stock Option (right to buy) -- -- --
holding Employee Stock Option (right to buy) -- -- --
holding Employee Stock Option (right to buy) -- -- --
Holdings After Transaction: Common Stock — 186,722 shares (Direct); Employee Stock Option (right to buy) — 2,327 shares (Direct)
Footnotes (1)
  1. Shares sold to satisfy tax withholding obligations in connection with the vesting of restricted stock. The sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 8, 2023. This option vests in four equal annual installments commencing on March 17, 2026. This option vests in four equal annual installments commencing on March 17, 2026. This option vests in four equal annual installments commencing on March 6, 2025. This option vests in four equal annual installments commencing on March 8, 2024. This option is fully vested as of the date of this report.
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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).
X
 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*
Grant Richard N. Jr.
(Last) (First) (Middle)
C/O INTEST CORP
804 EAST GATE DR, SUITE 200
(Street)
MT. LAUREL NJ 08054
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
INTEST CORP [ INTT ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
President & CEO
3. Date of Earliest Transaction (Month/Day/Year)
03/09/2026
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 03/09/2026 S(1) 1,097 D $13.3259 188,119 D
Common Stock 03/11/2026 S(1) 1,397 D $14.1639 186,722 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
Employee Stock Option (right to buy) $7.74 (2) 03/16/2035 Common Stock 2,327 2,327 D
Employee Stock Option (right to buy) $7.74 (3) 03/16/2035 Common Stock 43,384 43,384 D
Employee Stock Option (right to buy) $11.33 (4) 03/05/2034 Common Stock 30,536 30,536 D
Employee Stock Option (right to buy) $16.06 (5) 03/07/2033 Common Stock 16,988 16,988 D
Employee Stock Option (right to buy) $9.76 (6) 03/08/2032 Common Stock 25,692 25,692 D
Employee Stock Option (right to buy) $10.62 (6) 03/09/2031 Common Stock 112,000 112,000 D
Explanation of Responses:
1. Shares sold to satisfy tax withholding obligations in connection with the vesting of restricted stock. The sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 8, 2023.
2. This option vests in four equal annual installments commencing on March 17, 2026.
3. This option vests in four equal annual installments commencing on March 17, 2026.
4. This option vests in four equal annual installments commencing on March 6, 2025.
5. This option vests in four equal annual installments commencing on March 8, 2024.
6. This option is fully vested as of the date of this report.
/s/ Richard N. Grant, Jr. 03/11/2026
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did INTT CEO Richard N. Grant Jr. report?

Richard N. Grant Jr. reported selling a total of 2,494 INTEST common shares in open-market transactions. The sales were tied to tax withholding on restricted stock vesting and executed under a pre-arranged Rule 10b5-1 trading plan.

At what prices did the INTT CEO sell his inTEST Corp shares?

He sold 1,397 shares at $14.1639 per share and 1,097 shares at $13.3259 per share. These prices reflect open-market transactions executed to satisfy tax obligations linked to restricted stock vesting.

How many INTT shares does the CEO hold after these Form 4 sales?

After the reported sales, Richard N. Grant Jr. directly holds 186,722 shares of INTEST common stock. This figure shows his remaining equity stake following the 2,494 shares sold to cover tax withholding needs.

Were the INTT CEO’s share sales under a Rule 10b5-1 trading plan?

Yes. The Form 4 states the sales were made under a Rule 10b5-1 trading plan adopted on December 8, 2023. Such plans pre-schedule trades, making these transactions more routine and pre-arranged rather than opportunistic.

Why did the INTT CEO sell shares instead of paying taxes in cash?

The filing explains the shares were sold to satisfy tax withholding obligations from restricted stock vesting. Using stock sales for withholding is a common mechanism that avoids the executive needing to provide separate cash for tax payments.

What stock options does the INTT CEO still hold after these transactions?

The CEO continues to hold several employee stock options on INTEST common stock, with exercise prices between $7.7400 and $16.0600 and expirations from 2031 through 2035, indicating a continuing long-term equity incentive position.