ISSC (ISSC) CFO DiGiovanni has 897 shares withheld to cover RSU taxes

Rhea-AI Filing Summary

Innovative Solutions & Support Inc. Chief Financial Officer Jeffrey DiGiovanni reported a small, routine share disposition related to taxes. On the vesting of restricted stock units, 897 shares of common stock were withheld by the company at $20.53 per share to satisfy his tax obligations, leaving him with 89,136 common shares held directly.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider DiGiovanni Jeffrey

Role Chief Financial Officer

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	897	$20.53	$18K

Holdings After Transaction: Common Stock — 89,136 shares (Direct)

Footnotes (1)

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Key Figures

Tax-withholding shares: 897 shares Tax-withholding price: $20.53 per share Shares held after transaction: 89,136 shares

3 metrics

Tax-withholding shares 897 shares Common stock withheld to satisfy tax obligations on RSU vesting

Tax-withholding price $20.53 per share Transaction price per share for withheld common stock

Shares held after transaction 89,136 shares Direct holdings of ISSC common stock following the Form 4 transaction

Key Terms

restricted stock units, tax obligations, tax-withholding disposition

3 terms

restricted stock units financial

"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 obligations financial

"withheld by the issuer to satisfy the reporting person's tax obligations"

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.

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).

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)
03/31/2026

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	03/31/2026		F		897(1)	D	$20.53	89,136	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	04/02/2026
	** 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)

FAQ

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

Jeffrey DiGiovanni reported a tax-related share disposition. 897 ISSC common shares were withheld by the company to cover his tax obligations when restricted stock units vested, rather than being sold on the open market.

Was the ISSC CFO’s Form 4 transaction an open-market sale of shares?

No, the Form 4 shows a tax-withholding disposition, not an open-market sale. The company withheld 897 shares of common stock to pay taxes due on the vesting of restricted stock units awarded to the CFO.

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

After the tax-withholding transaction, Jeffrey DiGiovanni directly holds 89,136 shares of ISSC common stock. This indicates the withheld 897 shares represent a small portion of his overall reported equity position in the company.

What was the price used for the ISSC CFO’s tax-withholding shares?

The tax-withholding disposition used a value of $20.53 per share for the 897 shares withheld. This price is reported on the Form 4 as the transaction price per share for the common stock used to satisfy the tax obligation.

Why were ISSC shares withheld from the CFO instead of him paying cash taxes?

According to the Form 4 footnote, ISSC withheld 897 common shares to satisfy Jeffrey DiGiovanni’s tax obligations from vesting restricted stock units. This approach allows taxes to be paid by surrendering shares instead of making a separate cash payment.