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Mercury Systems (MRCY) director receives 170 deferred stock units in lieu of cash

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Mercury Systems Inc. director Barry R. Nearhos reported an award of 170 deferred stock units (DSUs) on July 16, 2026, issued in lieu of a quarterly cash retainer and fully vested at grant. These DSUs convert into common shares only when he leaves the Board. After this award, his directly reported holdings total 31,494 units, with an additional 3,500 common shares held indirectly by his spouse.

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Insider Nearhos Barry R
Role Director
Type Security Shares Price Value
Grant/Award Common Stock F1 170 $0.00 --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 31,494 shares (Direct); Common Stock — 3,500 shares (Indirect, By Spouse)
Footnotes (1)
  1. F1. Represents deferred stock units (DSUs) issued in lieu of a quarterly cash retainer payment for service as a director. These DSUs were fully vested upon grant, but do not convert into shares of common stock until the date on which the reporting person ceases to be a member of our Board of Directors.
Deferred stock units granted 170 units DSUs issued July 16, 2026 in lieu of quarterly cash retainer
Grant price per unit 0.0000 Reported per-unit value for the 170 deferred stock units
Direct holdings after award 31,494 units Total units reported as directly held following the DSU grant
Indirect holdings by spouse 3,500 shares Common stock reported as held indirectly through spouse
deferred stock units financial
"Represents deferred stock units (DSUs) issued in lieu of a quarterly cash retainer"
Deferred stock units are promises from a company to give an employee shares of stock at a future date, often after certain conditions are met or after leaving the company. They function like a form of delayed compensation, allowing employees to earn shares over time. For investors, they represent potential future ownership in the company, but do not provide immediate voting rights or dividends until the shares are actually received.
DSUs financial
"These DSUs were fully vested upon grant, but do not convert into shares"
DSUs, or Deferred Share Units, are a form of long-term pay where employees or directors receive a promise of company shares or cash at a later date instead of immediate salary. Think of them as an IOU for future stock that vests over time and converts into actual shares or cash, so they matter to investors because they can increase the number of outstanding shares (dilution) and reveal how management’s pay is tied to company performance.
quarterly cash retainer payment financial
"issued in lieu of a quarterly cash retainer payment for service as a director"

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

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FAQ

What insider transaction did Mercury Systems (MRCY) disclose for Barry R. Nearhos?

Mercury Systems reported that director Barry R. Nearhos received 170 deferred stock units on July 16, 2026. These DSUs were issued in lieu of a quarterly cash retainer, are fully vested at grant, and will settle in common stock when he leaves the Board.

How many Mercury Systems (MRCY) securities does Barry R. Nearhos hold after this filing?

Following the DSU award, Barry R. Nearhos has 31,494 units reported as direct holdings and 3,500 common shares reported as held indirectly by his spouse. The DSUs convert into common stock only when he ceases serving on the Board.

What are the terms of the 170 deferred stock units granted by Mercury Systems (MRCY)?

The 170 deferred stock units were granted fully vested and issued instead of a cash retainer for director service. According to the disclosure, these DSUs do not convert into shares of common stock until Barry R. Nearhos is no longer a member of the Board of Directors.

Was the Mercury Systems (MRCY) insider award made under a Rule 10b5-1 plan?

The disclosure indicates the transaction was not made under a Rule 10b5-1 trading plan, as the related checkbox is marked false. The award represents director compensation in deferred stock units rather than an open-market trade.

How was the Mercury Systems (MRCY) director retainer paid in this period?

For this period, Barry R. Nearhos elected to receive 170 deferred stock units in lieu of a quarterly cash retainer for serving as a director. The DSUs are fully vested immediately but only convert into common shares when his Board service ends.
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*
Nearhos Barry R

(Last)(First)(Middle)
50 MINUTEMAN ROAD

(Street)
ANDOVER MASSACHUSETTS 01810

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
MERCURY SYSTEMS INC [ MRCY ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
07/16/2026
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 Stock07/16/2026A170(1)A$031,494D
Common Stock3,500IBy Spouse
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
Explanation of Responses:
1. Represents deferred stock units (DSUs) issued in lieu of a quarterly cash retainer payment for service as a director. These DSUs were fully vested upon grant, but do not convert into shares of common stock until the date on which the reporting person ceases to be a member of our Board of Directors.
/s/ Douglas Munro, attorney-in-fact07/20/2026
** 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)