STOCK TITAN

Mitek Systems (NASDAQ: MITK) CEO vests 116K after 60 days above $14.42

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

MITEK SYSTEMS INC (MITK) reported that Chief Executive Officer Edward H. West had 115,917 Performance Restricted Stock Units vest on August 14, 2026, converting into an equal number of common shares after the stock traded for 60 consecutive days at or above $14.42. To cover withholding taxes from this vesting, 45,421 common shares were delivered or withheld at a price of $19.43 per share. A trust associated with West holds 55,000 common shares, and up to 114,186 additional Performance RSUs from the same award may vest if further stock price performance targets are achieved.

Positive

  • None.

Negative

  • None.
Insider WEST EDWARD H
Role Chief Executive Officer
Type Security Shares Price Value
Exercise Performance Restricted Stock Units F4 115,917 $0.00 $0.00
Exercise Common Stock F1 115,917 $0.00 $0.00
Tax Withholding Common Stock F2 45,421 $19.43 $883K
holding Common Stock F3 -- -- --
Holdings After Transaction: Performance Restricted Stock Units — 982,535 shares (Direct); Common Stock — 490,104 shares (Direct); Common Stock — 55,000 shares (Indirect, By Trust)
Footnotes (4)
  1. F1. Performance restricted stock units ("Performance RSUs") convert into common stock on a one-for-one basis.
  2. F2. Represents the disposition of shares that were withheld by the Issuer to pay withholding taxes upon the vesting of 115,917 Performance RSUs.
  3. F3. Previously purchased by the West Community Property Trust dated May 18, 2023, for which the reporting person is trustee.
  4. F4. On October 1, 2024, the reporting person was granted Performance RSUs, which may vest based upon the achievement of certain stock price performance targets over a five-year period. On August 14, 2026, 115,917 Performance RSUs vested upon the Issuer's stock price achieving 60 consecutive trading days at or above $14.42, which was the threshold performance criteria for this award. Up to an additional 114,186 Performance RSUs may vest upon the achievement of additional stock price performance targets.
Vested Performance RSUs 115,917 shares Performance RSUs that vested and converted into common stock on August 14, 2026
Tax Withholding Shares 45,421 shares Common shares delivered or withheld to pay withholding taxes on RSU vesting
Tax Withholding Price $19.43 per share Price used for the 45,421 common shares withheld for taxes
Performance Threshold Price $14.42 per share Stock price that had to be met for 60 consecutive trading days for vesting
Additional RSUs Eligible to Vest 114,186 units Maximum additional Performance RSUs that may vest upon further stock price targets
Trust-Held Shares 55,000 shares Common stock held indirectly by the West Community Property Trust
Performance Restricted Stock Units financial
"Performance restricted stock units ("Performance RSUs") convert into common stock"
Performance restricted stock units (PRSUs) are promises to deliver company shares to employees or executives only if the business meets specific performance targets and any time-based holding rules. Think of them as a bonus that converts into stock only after set goals are reached, so investors watch PRSUs for two reasons: they can dilute existing shares if paid out, and they signal how closely management’s pay is tied to company performance.
withholding taxes financial
"shares that were withheld by the Issuer to pay withholding taxes upon"
Withholding taxes are amounts a payer or government takes out of payments — such as wages, interest, or dividends — before the recipient gets the money, functioning like a cashier keeping part of a bill to pay taxes on your behalf. For investors this matters because it reduces the cash they actually receive, affects net returns and yield calculations, and may require additional paperwork or treaty claims to recover or offset the withheld amount against final tax bills.
stock price performance targets financial
"may vest based upon the achievement of certain stock price performance targets"
Community Property Trust financial
"Previously purchased by the West Community Property Trust dated May 18, 2023"

FAQ

What equity award vested for MITK CEO Edward H. West on August 14, 2026?

Edward H. West had 115,917 Performance RSUs vest, converting into the same number of Mitek common shares. The vesting was triggered by stock price performance criteria tied to sustained trading above $14.42.

What stock price performance target did Mitek Systems (MITK) meet for the RSU vesting?

The vesting required Mitek’s stock to trade for 60 consecutive days at or above $14.42. Once this threshold performance criterion was satisfied, 115,917 Performance RSUs vested into common stock.

How many Mitek (MITK) shares were used to cover taxes on the CEO’s RSU vesting?

To pay withholding taxes from the vesting of 115,917 Performance RSUs, 45,421 common shares were delivered or withheld at a price of $19.43 per share, as reported in the Form 4 footnotes.

Does the Mitek (MITK) CEO have additional performance RSUs that may vest?

Yes. Up to an additional 114,186 Performance RSUs from the October 1, 2024 grant may vest. These depend on meeting further stock price performance targets over a five-year period.

How many Mitek (MITK) shares does a trust associated with the CEO hold?

A trust associated with Edward H. West, the West Community Property Trust, holds 55,000 common shares of Mitek. The Form 4 notes that the reporting person serves as trustee for this trust.

Were the reported Mitek (MITK) transactions under a Rule 10b5-1 trading plan?

No. The Form 4 indicates the Rule 10b5-1 checkbox was not marked as applicable. The transactions are reported as equity award vesting and related tax withholding, rather than trades under a pre-arranged trading plan.

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

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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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*
WEST EDWARD H

(Last)(First)(Middle)
770 FIRST AVENUE
SUITE 425

(Street)
SAN DIEGO CALIFORNIA 92101

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
MITEK SYSTEMS INC [ MITK ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Chief Executive Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/14/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock08/14/2026M115,917(1)A$0535,525D
Common Stock08/14/2026F45,421(2)D$19.43490,104D
Common Stock55,000IBy Trust(3)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Performance Restricted Stock Units(4)08/14/2026M115,917 (4) (4)Common Stock115,917$0982,535D
Explanation of Responses:
1. Performance restricted stock units ("Performance RSUs") convert into common stock on a one-for-one basis.
2. Represents the disposition of shares that were withheld by the Issuer to pay withholding taxes upon the vesting of 115,917 Performance RSUs.
3. Previously purchased by the West Community Property Trust dated May 18, 2023, for which the reporting person is trustee.
4. On October 1, 2024, the reporting person was granted Performance RSUs, which may vest based upon the achievement of certain stock price performance targets over a five-year period. On August 14, 2026, 115,917 Performance RSUs vested upon the Issuer's stock price achieving 60 consecutive trading days at or above $14.42, which was the threshold performance criteria for this award. Up to an additional 114,186 Performance RSUs may vest upon the achievement of additional stock price performance targets.
Remarks:
/s/ Eric Bell, by Power of Attorney08/18/2026
** Signature of Reporting PersonDate
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)