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Mercury Systems (NASDAQ: MRCY) exec sells shares to cover tax on stock awards

Filing Impact
(Moderate)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

MERCURY SYSTEMS INC (MRCY) reported that executive vice president and chief human resources officer Steven Ratner sold a total of 3,055 shares of common stock in mid‑August 2026. On August 17, he sold 1,084 shares at $109.9509 per share and on August 18, he sold 1,971 shares at $111.3577 per share. According to the company’s disclosure, these transactions were part of a sell-to-cover program used to satisfy tax withholding obligations upon the vesting of stock awards, with the stated prices representing the per‑share amounts attributed to all participants’ sales on those dates. Following these transactions, Ratner also has an indirect holding of 356 shares in a 401K Plan.

Positive

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Negative

  • None.
Insider Ratner Steven
Role EVP, CHRO
Sold 3,055 shs ($339K)
Type Security Shares Price Value
Sale Common Stock F1, F2 1,971 $111.3577 $219K
Sale Common Stock F1, F2 1,084 $109.9509 $119K
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 26,488 shares (Direct); Common Stock — 356 shares (Indirect, 401K Plan)
Footnotes (2)
  1. F1. Represents shares sold as part of a sell-to-cover program to satisfy tax withholding obligations upon the vesting of stock awards.
  2. F2. Represents the per share price attributed to sales of shares on behalf of all participants under the sell-to-cover program on the transaction date indicated.
Shares sold on 2026-08-17 1,084 shares Common stock sale by Steven Ratner on August 17, 2026
Price on 2026-08-17 $109.9509 per share Per-share price attributed under sell-to-cover program on August 17, 2026
Shares sold on 2026-08-18 1,971 shares Common stock sale by Steven Ratner on August 18, 2026
Price on 2026-08-18 $111.3577 per share Per-share price attributed under sell-to-cover program on August 18, 2026
Total shares sold 3,055 shares Aggregate MRCY shares sold by Steven Ratner on August 17–18, 2026
Indirect holdings after transaction 356 shares MRCY common stock held indirectly via 401K Plan
sell-to-cover program financial
"Represents shares sold as part of a sell-to-cover program to satisfy tax"
tax withholding obligations financial
"program to satisfy tax withholding obligations upon the vesting of stock awards"
401K Plan financial
"Indirect ownership reported as 401K Plan"
A 401(k) plan is an employer-sponsored retirement savings account that lets workers set aside part of their paycheck into investments, often with tax breaks and sometimes with matching contributions from the employer. Think of it as a workplace piggy bank that grows through employee contributions, optional company top-ups, and market returns; it matters to investors because it shapes household retirement security, drives large flows of money into public markets, and affects a company’s compensation costs and ability to attract and keep talent.

FAQ

What insider transactions did MRCY executive Steven Ratner report in this Form 4?
Steven Ratner reported selling a total of 3,055 MRCY common shares on August 17–18, 2026. The sales were executed under a sell-to-cover program to satisfy tax withholding obligations related to vesting stock awards.

How many MRCY shares did Steven Ratner sell on each transaction date?
Steven Ratner sold 1,084 shares of MRCY on August 17, 2026, and 1,971 shares on August 18, 2026. Both transactions involved common stock and were reported as sales in open market or private transactions.

At what prices were Steven Ratner’s MRCY shares sold?
The reported per-share prices were $109.9509 on August 17, 2026, and $111.3577 on August 18, 2026. The company states these prices reflect amounts attributed to all participants in the sell-to-cover program on each transaction date.

Why were Steven Ratner’s MRCY shares sold under the sell-to-cover program?
The company states the shares were sold as part of a sell-to-cover program to satisfy tax withholding obligations triggered when stock awards vested. This means shares were sold to cover taxes owed on those vesting equity awards.

What MRCY share holdings does Steven Ratner report after these transactions?
Following the reported transactions, Steven Ratner shows an indirect holding of 356 MRCY shares through a 401K Plan. The filing does not state his remaining directly held share balance in this specific dataset.

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

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Form 4 Insider Transactions: What Each Field Means →
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*
Ratner Steven
(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
EVP, CHRO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/17/2026		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 Stock08/17/2026S1,084(1)D$109.9509(2)28,459D
Common Stock08/18/2026S1,971(1)D$111.3577(2)26,488D
Common Stock356I401K Plan
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 shares sold as part of a sell-to-cover program to satisfy tax withholding obligations upon the vesting of stock awards.
2. Represents the per share price attributed to sales of shares on behalf of all participants under the sell-to-cover program on the transaction date indicated.
/s/ Douglas Munro, attorney-in-fact08/19/2026
** 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)

Source: View Original Filing on SEC EDGAR