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Mercury Systems (NASDAQ: MRCY) EVP sells 3,213 shares for tax withholding

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

Rhea-AI Filing Summary

MERCURY SYSTEMS INC (MRCY) executive Steven Ratner, EVP and Chief Human Resources Officer, reported sales of company common stock in August 2026. On August 19 and 20, a total of 3,213 shares were sold under a sell-to-cover program to satisfy tax withholding obligations upon vesting of stock awards, at program prices of $100.3060 and $97.6734 per share attributed to all participants. Following these transactions, Ratner also reports indirect ownership of 356 shares held in a 401K Plan.

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Negative

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Insider Ratner Steven
Role EVP, CHRO
Sold 3,213 shs ($320K)
Type Security Shares Price Value
Sale Common Stock F1, F2 1,026 $97.6734 $100K
Sale Common Stock F1, F2 2,187 $100.306 $219K
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 23,275 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 August 19, 2026 2,187 shares of Common Stock Sale under sell-to-cover program on 2026-08-19
Price August 19, 2026 $100.3060 per share Attributed program price for all participants on that date
Shares sold August 20, 2026 1,026 shares of Common Stock Sale under sell-to-cover program on 2026-08-20
Price August 20, 2026 $97.6734 per share Attributed program price for all participants on that date
Total shares sold 3,213 shares Net shares sold across reported Form 4 transactions
Indirect holdings 356 shares Common Stock held indirectly through a 401K Plan after transactions
sell-to-cover program financial
"Represents shares sold as part of a sell-to-cover program to satisfy"
tax withholding obligations financial
"program to satisfy tax withholding obligations upon the vesting of stock"
vesting of stock awards financial
"obligations upon the vesting of stock awards."
401K Plan financial
"Indirect ownership nature of ownership: 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 on this Form 4?
Steven Ratner reported two sales totaling 3,213 shares of MERCURY SYSTEMS INC common stock on August 19 and 20, 2026, executed under a sell-to-cover program related to tax withholding on vesting stock awards.

At what prices were Steven Ratner’s MRCY shares sold in August 2026?
Shares were sold under the sell-to-cover program at attributed per-share prices of $100.3060 on August 19, 2026 and $97.6734 on August 20, 2026, representing the program prices for all participants on each transaction date.

How many MRCY shares did Steven Ratner sell in total under the sell-to-cover program?
Steven Ratner sold a total of 3,213 shares of MERCURY SYSTEMS INC common stock, consisting of 2,187 shares on August 19, 2026 and 1,026 shares on August 20, 2026, all to cover tax withholding obligations upon vesting of stock awards.

What is Steven Ratner’s reported indirect MRCY shareholding after these transactions?
After the August 2026 transactions, Steven Ratner reports indirect ownership of 356 shares of MERCURY SYSTEMS INC common stock, held through a 401K Plan as disclosed in the Form 4 filing.

Were Steven Ratner’s August 2026 MRCY stock sales discretionary market sales?
The filing states the transactions “represent shares sold as part of a sell-to-cover program to satisfy tax withholding obligations upon the vesting of stock awards,” indicating they were related to tax withholding rather than standalone discretionary sales.

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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)
08/19/2026		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 Stock08/19/2026S2,187(1)D$100.306(2)24,301D
Common Stock08/20/2026S1,026(1)D$97.6734(2)23,275D
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-fact08/21/2026
** 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