Itron (ITRI) director granted 555 deferred shares in Form 4/A filing

Rhea-AI Filing Summary

Itron, Inc. reported an amended insider transaction for a board member on a Form 4/A. On 01/02/2026, an independent director received a grant of 555 shares of common stock as part of the quarterly stock compensation for serving on the board. The filing notes these shares were deferred under Itron's Executive Deferred Compensation Plan rather than received immediately. Following this grant, the director beneficially owned 21,917 Itron shares. The amendment clarifies that 26 shares had previously been omitted due to an arithmetic error.

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^*

JAEHNERT FRANK M

(Last) (First) (Middle)

2111 N. MOLTER ROAD

(Street)

LIBERTY LAKE WA 99019

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ITRON, INC. [ ITRI ]

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)
01/02/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)
01/05/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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	01/02/2026		A		555(1)	A	$0	21,917(2)	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. Reflects the grant of common stock independent members of Itron's board of directors receive quarterly as part of their annual compensation for board service. Mr. Jaehnert deferred receipt of these shares pursuant to Itron's Executive Deferred Compensation Plan.

2. This amendment is being filed to include 26 shares inadvertently omitted due to an arithmetic error.

	/s/ Christopher E. Ware, attorney-in-fact	01/09/2026
	** 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 transaction did Itron (ITRI) disclose in this Form 4/A?

Itron disclosed that an independent director received a grant of 555 shares of common stock on 01/02/2026 as part of quarterly board compensation.

Why was this Itron (ITRI) Form 4/A filed as an amendment?

The Form 4/A was filed to correct an error and include 26 shares that were inadvertently omitted due to an arithmetic error in the prior report.

How many Itron (ITRI) shares does the director own after this transaction?

After the reported transaction, the director beneficially owned 21,917 shares of Itron common stock.

Was cash paid for the Itron (ITRI) shares granted to the director?

No cash was paid; the 555 shares were granted at a price of $0 as stock compensation for board service.

How were the granted Itron (ITRI) shares treated for the director?

The filing states that the director deferred receipt of the 555 shares under Itron's Executive Deferred Compensation Plan.

What is the director’s relationship to Itron (ITRI)?

The reporting person is identified as a director of Itron, Inc. and is not listed as a 10% owner or officer in this filing.