NN Inc (NASDAQ: NNBR) HR SVP gains stock from awards and PSU exercise

Rhea-AI Filing Summary

NN Inc Senior VP of Human Resources Gail D. Nixon reported equity compensation transactions involving common stock and performance rights. On March 18, 2026, Nixon was granted 53,726 shares of restricted stock that vest in three equal annual installments beginning on March 18, 2027. She also exercised performance rights to acquire 123,520 shares of common stock at a conversion price of $0.00 per share, reflecting previously granted PSUs tied to total shareholder return versus a custom S&P MicroCap Capital Goods Index for 2023-2025. To cover withholding taxes on the vesting of restricted stock and PSUs, the company withheld 42,427 shares at $1.23 per share on March 18 and 1,249 shares at $1.48 per share on March 19, 2026. After these compensation-related and tax-withholding entries, Nixon directly held 277,669 shares of NN Inc common stock.

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

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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^*

NIXON D. GAIL

(Last) (First) (Middle)

6210 ARDREY KELL ROAD

SUITE 120

(Street)

CHARLOTTE NORTH CAROLINA 28277

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
NN INC [ NNBR ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Senior VP, Human Resources

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/18/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	03/18/2026		A		53,726(1)	A	$0	197,825	D
Common Stock	03/18/2026		M		123,520	A	(2)	321,345	D
Common Stock	03/18/2026		F		42,427(3)	D	$1.23	278,918	D
Common Stock	03/19/2026		F		1,249(3)	D	$1.48	277,669	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Performance Rights	(2)	03/18/2026		M			123,520	(4)	(4)	Common Stock	123,520	$0	76,313	D

Explanation of Responses:

1. Represents restricted stock which vests in three equal annual installments beginning on March 18, 2027.

2. Each performance right ("PSU") represents a contingent right to receive one share of Common Stock of the Issuer.

3. Represents shares withheld to satisfy withholding tax obligations upon the vesting of restricted stock and PSUs.

4. For the PSUs granted in April 2023: Represents shares earned from a PSU award based on the Issuer's achievement of total TSR as compared to the TSR of a custom S&P "MicroCap" Capital Goods Index measured over 2023-2025.

	/s/ Jami Statham, Attorney-in-Fact	03/20/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transactions did NNBR executive Gail D. Nixon report?

Gail D. Nixon reported equity compensation activity, not open‑market trading. She received restricted stock, exercised performance rights into common shares, and had some shares withheld to cover tax obligations tied to vesting, resulting in a higher direct common stock holding afterward.

How many NNBR shares did Gail D. Nixon acquire through awards and exercises?

Nixon acquired 53,726 shares of restricted stock and 123,520 shares of common stock through the exercise of performance rights. These awards reflect compensation and prior PSU grants rather than open‑market purchases, increasing her direct equity exposure to NN Inc common stock.

How many NNBR shares were withheld for Gail D. Nixon’s tax obligations?

To satisfy tax withholding on vested restricted stock and PSUs, 42,427 common shares were withheld at $1.23 per share on March 18, 2026, and 1,249 shares at $1.48 per share on March 19, 2026, reducing the gross shares she otherwise would have retained.

What are the terms of Gail D. Nixon’s new NNBR restricted stock grant?

Nixon’s new restricted stock grant covers 53,726 NN Inc common shares. These shares vest in three equal annual installments starting March 18, 2027, meaning she earns one‑third of the grant each year over three years if the vesting conditions are met.

How were NNBR performance rights (PSUs) used in Gail D. Nixon’s Form 4?

Previously granted performance rights, or PSUs, were exercised to deliver 123,520 NN Inc common shares at a $0.00 conversion price. These PSUs were earned based on NN Inc’s total shareholder return versus a custom S&P MicroCap Capital Goods Index over 2023–2025.

How many NNBR shares does Gail D. Nixon hold after these transactions?

Following the reported grant, PSU conversion, and tax‑withholding share reductions, Gail D. Nixon directly holds 277,669 shares of NN Inc common stock. This figure reflects her updated ownership position after all compensation‑related entries on March 18 and March 19, 2026.