Why are the MGPI equity awards reported at a price of $0 per share?

The reported price of $0 per share indicates these are compensation grants, not purchases. Restricted stock unit and performance stock unit awards typically have no purchase price; instead, shares are delivered if vesting conditions are met, aligning executive compensation with long-term shareholder interests.

MGPI awards stock units to legal and HR chief

MGP Ingredients reported that Chief Legal and HR Officer Kathleen Susan Molamphy acquired two awards of common stock on March 5, 2026 as equity compensation.

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Form Type

Rhea-AI Filing Summary

MGP Ingredients reported that Chief Legal and HR Officer Kathleen Susan Molamphy acquired two awards of common stock on March 5, 2026 as equity compensation. One grant covered 4,519 shares, and another covered 11,297 shares, each at a price of $0 per share as non-cash awards.

Footnotes explain these are restricted stock unit awards that vest pro rata over future dates, including on March 5, 2027, 2028, 2029, and 2030, and that her holdings include restricted stock units and performance stock units still subject to time-based vesting conditions.

Insider Trade Summary

Grant/Award: 15,816 shares

Grant/Award 2 txns

Insider Molamphy Kathleen Susan

Role Chief Legal and HR Officer

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	4,519	$0.00	$0.00
Grant/Award	Common Stock	11,297	$0.00	$0.00

Holdings After Transaction: Common Stock — 28,738 shares (Direct)

Footnotes (4)

F1. Restricted stock unit award which will vest on a pro rata basis on each of March 5, 2027, 2028, and 2029.
F2. Includes 11,832 restricted stock units and 5,609 performance stock units which remain subject to a time-based vesting requirement as the Issuer's Human Resources and Compensation Committee has certified the achievement of the performance goals for these performance stock units.
F3. Restricted stock unit award which will vest on a pro rata basis on each of March 5, 2029 and 2030.
F4. Includes 23,129 restricted stock units and 5,609 performance stock units which remain subject to a time-based vesting requirement as the Issuer's Human Resources and Compensation Committee has certified the achievement of the performance goals for these performance stock units.

FAQ

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What did MGPI’s Chief Legal and HR Officer report in this Form 4?

The filing shows Kathleen Susan Molamphy received two equity awards of MGPI common stock on March 5, 2026. One grant covered 4,519 shares and another 11,297 shares, both at $0 per share as non-cash compensation in the form of restricted stock units.

Is the MGPI Form 4 transaction a stock purchase or an equity award?

The MGPI Form 4 reports equity awards, not open-market stock purchases. The transactions are coded as grants or awards of common stock, delivered at $0 per share as restricted stock units, reflecting compensation rather than a discretionary buy in the market by the executive.

How do the restricted stock units in MGPI’s Form 4 vest over time?

The filing states that certain restricted stock unit awards will vest on a pro rata basis on March 5, 2027, 2028, and 2029, with another award vesting pro rata on March 5, 2029 and 2030. Vesting is spread over these scheduled dates, subject to continued service conditions.

What additional MGPI equity awards remain subject to vesting conditions?

According to the footnotes, Molamphy’s holdings include restricted stock units and performance stock units that remain subject to time-based vesting. The Human Resources and Compensation Committee has certified achievement of performance goals for the performance stock units, but they still require satisfying remaining time-based vesting requirements.

Does the MGPI Form 4 indicate any stock sales by the officer?

The MGPI Form 4 shows only acquisition transactions coded as grants or awards and does not report any stock sales. Both entries increase the officer’s equity position through non-cash awards of common stock in the form of restricted stock units with future vesting schedules.

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

Form 4 Insider Transactions: What Each Field Means →

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Accepted by SEC EDGAR 03/06/2026 - 05:54 PM EST

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^*

Molamphy Kathleen Susan

(Last)

(First)

(Middle)

C/O MGP INGREDIENTS, INC.

100 COMMERCIAL STREET

(Street)

ATCHISON

66002

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
MGP INGREDIENTS INC [ MGPI ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Legal and HR Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/05/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	03/05/2026		A		4,519⁽¹⁾	A	$0	17,441⁽²⁾	D
Common Stock	03/05/2026		A		11,297⁽³⁾	A	$0	28,738⁽⁴⁾	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Restricted stock unit award which will vest on a pro rata basis on each of March 5, 2027, 2028, and 2029.

2. Includes 11,832 restricted stock units and 5,609 performance stock units which remain subject to a time-based vesting requirement as the Issuer's Human Resources and Compensation Committee has certified the achievement of the performance goals for these performance stock units.

3. Restricted stock unit award which will vest on a pro rata basis on each of March 5, 2029 and 2030.

4. Includes 23,129 restricted stock units and 5,609 performance stock units which remain subject to a time-based vesting requirement as the Issuer's Human Resources and Compensation Committee has certified the achievement of the performance goals for these performance stock units.

Remarks:

	/s/ Zoe Vantzos, Attorney-in-fact for Kathleen Molamphy	03/06/2026
	** 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