IRIDEX (IRIX) Form 4: Routine Tax Withholding by CEO Mercer

Rhea-AI Filing Summary

IRIDEX Corp (IRIX) Form 4: On 06/30/2025 President & CEO Patrick Mercer surrendered 4,243 common shares at $0.8819 under Transaction Code F. The shares were automatically withheld by the company to satisfy payroll-tax obligations tied to the net settlement of restricted stock units, so no open-market sale occurred.

After the withholding, Mercer still directly owns 415,857 IRIX shares, maintaining a significant equity stake. No derivative transactions were reported and there were no changes to his options or RSU schedule.

The disposition is valued at roughly $3.7 k, an amount that is immaterial relative to IRIDEX’s market capitalisation and Mercer's remaining holdings. As such, the filing carries limited market significance and is primarily an administrative compliance event.

Insights

Securities Analyst

TL;DR: Routine tax-withholding; negligible dollar value; neutral for valuation.

Code F indicates an exempt share surrender to cover taxes, not an open-market sale. Only 4,243 shares (≈$3.7 k) were withheld, leaving the CEO with 415,857 shares. The tiny size and non-cash nature mean this Form 4 does not alter ownership incentives or signal sentiment. I classify the impact as routine and non-material.

Corporate Governance Expert

TL;DR: Administrative move, maintains strong management alignment.

Such F-code transactions show compliance with Rule 16b-3(e). Crucially, Mercer retains more than 400 k shares, supporting shareholder-management alignment. No red flags on insider selling or control changes. Market impact: neutral.

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).

1. Name and Address of Reporting Person^*

Mercer Patrick

(Last) (First) (Middle)

1212 TERRA BELLA AVENUE

(Street)

MOUNTAIN VIEW CA 94043

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
IRIDEX CORP [ IRIX ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
06/30/2025

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	06/30/2025		F		4,243(1)	D	$0.8819	415,857	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:

1. These shares have been withheld in an exempt disposition to the Issuer under Rule 16b-3(e), to satisfy the Issuer's income tax withholding and remittance obligations in connection with the net settlement of restricted stock units and does not represent a sale by the Reporting Person.

	/s/ Nilo De Castro, Attorney-in-fact for Patrick Mercer	07/15/2025
	** 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 insider transaction did IRIX report on 06/30/2025?

CEO Patrick Mercer surrendered 4,243 common shares to cover tax withholding obligations (Code F).

Did the IRIX CEO sell shares on the open market?

No. The shares were withheld by the company for taxes; no open-market sale occurred.

How many IRIX shares does Patrick Mercer own after the filing?

He now directly owns 415,857 common shares.

What is Transaction Code F on a Form 4?

Code F denotes shares withheld by the issuer to pay withholding taxes on equity awards; it is an exempt disposition.

Is the reported transaction material to IRIX investors?

The value (≈$3.7 k) is immaterial and does not signal a change in management’s holdings or outlook.