ISSC CFO reports routine tax withholding on RSUs

INNOVATIVE SOLUTIONS & SUPPORT INC Chief Financial Officer Jeffrey DiGiovanni reported a routine share disposition related to taxes rather than a market trade.

Rhea-AI Filing Summary

INNOVATIVE SOLUTIONS & SUPPORT INC Chief Financial Officer Jeffrey DiGiovanni reported a routine share disposition related to taxes rather than a market trade. On May 18, 2026, 474 shares of common stock were withheld by the company at $16.26 per share to satisfy his tax obligations when restricted stock units vested.

After this tax-withholding event, DiGiovanni directly holds 87,897 shares of common stock. This type of Form 4 entry reflects standard compensation and tax treatment and does not represent an open-market purchase or sale decision.

Insights

Equity compensation analyst

Routine tax withholding on RSU vesting; no open-market trading signal.

The Form 4 shows 474 shares of INNOVATIVE SOLUTIONS & SUPPORT INC common stock withheld to cover taxes on vested restricted stock units. Code F and the footnote confirm this is a tax-settlement mechanism, not a discretionary sale.

Following the transaction, CFO Jeffrey DiGiovanni still directly owns 87,897 shares. Because the shares were not sold into the market and simply satisfied a tax obligation, this event is typically viewed as routine and carries limited information about his view of the stock.

Insider Trade Summary

Exercise Price or Tax Liability: 474 shares

Exercise Price or Tax Liability 1 txn

Insider DiGiovanni Jeffrey

Role Chief Financial Officer

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Common Stock	474	$16.26	$8K

Holdings After Transaction: Common Stock — 87,897 shares (Direct)

Footnotes (1)

1. F1. These shares of common stock were withheld by the issuer to satisfy the reporting person's tax obligations in connection with the vesting of restricted stock units.

Key Figures

Shares withheld for taxes: 474 shares Withholding price per share: $16.26 per share Shares held after transaction: 87,897 shares +1 more

4 metrics

Shares withheld for taxes 474 shares Tax withholding on RSU vesting, May 18, 2026

Withholding price per share $16.26 per share Value used for 474 withheld shares

Shares held after transaction 87,897 shares Direct common stock holdings after tax withholding

Tax-withholding transactions 1 transaction, 474 shares Summary of Form 4 tax-withholding activity

Key Terms

restricted stock units, tax-withholding disposition, Common Stock, transaction code F

4 terms

restricted stock units financial

"tax obligations in connection with 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.

tax-withholding disposition financial

"transaction_action": "tax-withholding disposition""

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

Common Stock financial

"These shares of common stock were withheld by the issuer"

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

transaction code F regulatory

"transaction_code": "F""

FAQ

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

What insider transaction did ISSC CFO Jeffrey DiGiovanni report on this Form 4?

Jeffrey DiGiovanni reported a tax-related disposition of shares. 474 shares of INNOVATIVE SOLUTIONS & SUPPORT INC common stock were withheld by the company at $16.26 per share to cover his tax obligations when restricted stock units vested.

Was the ISSC CFO’s Form 4 transaction an open-market sale or purchase?

The transaction was not an open-market sale or purchase. Code F and the footnote show the 474 shares were withheld by the issuer solely to satisfy tax obligations from vesting restricted stock units, rather than traded in the market.

How many ISSC shares does the CFO hold after this reported transaction?

After the tax-withholding event, CFO Jeffrey DiGiovanni directly holds 87,897 shares of INNOVATIVE SOLUTIONS & SUPPORT INC common stock. This figure reflects his position after 474 shares were withheld to pay taxes on vested restricted stock units.

What does transaction code F mean in the ISSC CFO’s Form 4 filing?

Transaction code F indicates payment of an exercise price or tax liability by delivering securities. In this case, 474 shares of ISSC common stock were withheld by the issuer to satisfy CFO Jeffrey DiGiovanni’s tax obligations on restricted stock unit vesting.

Does the ISSC Form 4 indicate any remaining derivatives or options for the CFO?

The filing’s derivative section is empty, indicating no derivative securities are reported in this specific Form 4. The focus is solely on 474 shares of common stock withheld for taxes and the resulting direct holding of 87,897 shares after the event.

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

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Accepted by SEC EDGAR 05/20/2026 - 05:54 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^*

DiGiovanni Jeffrey

(Last) (First) (Middle)

C/O INNOVATIVE SOLUTIONS & SUPPORT, INC.

720 PENNSYLVANIA DRIVE

(Street)

EXTON PENNSYLVANIA 19341

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
INNOVATIVE SOLUTIONS & SUPPORT INC [ ISSC ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/18/2026

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	05/18/2026		F		474(1)	D	$16.26	87,897	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 of common stock were withheld by the issuer to satisfy the reporting person's tax obligations in connection with the vesting of restricted stock units.

	/s/ Jeffrey DiGiovanni	05/20/2026
	** 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)