Novanta (NASDAQ: NOVT) COO gets RSU awards and withholds shares for taxes

Rhea-AI Filing Summary

Novanta Inc. Co-Chief Operating Officer Charles Guy Ravetto Jr. reported equity award and related share transactions on February 20, 2026. He acquired 1,633 common shares through the exercise of Restricted Stock Units and received a new grant of 7,537 Restricted Stock Units.

After the RSU conversion, his direct common stock holdings were 15,266 shares, before a 480-share tax-withholding disposition at $145.96 per share reduced that balance to 14,786 shares. Following the transactions, he also directly holds 3,269 previously awarded Restricted Stock Units and a new award of 7,537 Restricted Stock Units, each representing one common share upon vesting over scheduled dates from 2026 through 2029.

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^*

Ravetto Charles Guy JR

(Last) (First) (Middle)

C/O NOVANTA INC.

125 MIDDLESEX TURNPIKE

(Street)

BEDFORD MA 01730

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
NOVANTA INC [ NOVT ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Co-Chief Operating Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/20/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

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

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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	02/20/2026		M		1,633	A	(1)	15,266	D
Common Stock	02/20/2026		F		480	D	$145.96	14,786	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
Restricted Stock Units	(1)	02/20/2026		M			1,633	(2)	(2)	Common Stock	1,633	(1)	3,269	D
Restricted Stock Units	(1)	02/20/2026		A		7,537		(3)	(3)	Common Stock	7,537	$0	7,537	D

Explanation of Responses:

1. Each Restricted Stock Unit represents the right to receive one Novanta Inc. common share upon vesting of such Restricted Stock Unit.

2. The Restricted Stock Units vest in three equal installments on February 20, 2026, February 20, 2027 and February 20, 2028.

3. The Restricted Stock Units vest in three equal installments on February 20, 2027, February 20, 2028, and February 20, 2029.

Remarks:

Power of Attorney on file

	/s/ John Burke, Attorney-in-Fact	02/24/2026
	** 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.

FAQ

What insider transactions did Novanta (NOVT) report for Charles Guy Ravetto Jr.?

Novanta reported that Co-Chief Operating Officer Charles Guy Ravetto Jr. exercised 1,633 Restricted Stock Units into common shares, received a new grant of 7,537 Restricted Stock Units, and had 480 common shares withheld to cover taxes at $145.96 per share.

How many Novanta (NOVT) shares does Charles Guy Ravetto Jr. hold after this Form 4?

After these transactions, Charles Guy Ravetto Jr. directly holds 14,786 shares of Novanta common stock. He also holds 3,269 existing Restricted Stock Units and a new award of 7,537 Restricted Stock Units, each representing the right to receive one common share upon vesting.

What Restricted Stock Unit awards did Novanta (NOVT) grant in this filing?

The filing shows a new award of 7,537 Restricted Stock Units to Charles Guy Ravetto Jr. Footnotes state each RSU equals one common share and the awards vest in three equal installments on February 20, 2027, February 20, 2028, and February 20, 2029.

How are the Novanta (NOVT) RSUs for Charles Guy Ravetto Jr. scheduled to vest?

Footnotes state one RSU award vests in three equal installments on February 20, 2026, February 20, 2027, and February 20, 2028. Another RSU award vests in three equal installments on February 20, 2027, February 20, 2028, and February 20, 2029.

Was there an open-market sale of Novanta (NOVT) stock in this Form 4?

The Form 4 reports a disposition of 480 common shares coded F, described as payment of tax liability by delivering securities. This indicates a tax-withholding disposition, not an open-market sale, at a price of $145.96 per share.

What does each Novanta (NOVT) Restricted Stock Unit represent in this Form 4?

According to the footnotes, each Restricted Stock Unit represents the right to receive one Novanta Inc. common share upon vesting. This means the RSU totals, such as 3,269 and 7,537, correspond to the same number of potential future common shares when vested.