NSSC (NSSC) exec exercises 10K stock options, withholds shares for taxes

Rhea-AI Filing Summary

NAPCO Security Technologies Executive VP of Engineering Michael Carrieri reported a stock option exercise and related share withholding. He exercised 10,000 employee stock options at $22.495 per share, receiving 10,000 shares of common stock. To cover the exercise price and required tax withholdings in a cashless exercise, 6,651 shares of common stock were withheld at $47.23 per share, resulting in a net increase of 3,349 shares as noted in the footnotes. Following these transactions, he directly owned 26,610 shares of common stock. Remaining employee stock options include 2,000 shares exercisable from August 25, 2026 until August 25, 2032, and additional options exercisable cumulatively at 20% per year commencing May 2, 2024.

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^*

CARRIERI MICHAEL

(Last) (First) (Middle)

(Street)

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
NAPCO SECURITY TECHNOLOGIES, INC [ NSSC ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Executive VP of Engineering

3. Date of Earliest Transaction (Month/Day/Year)
02/26/2026

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	02/26/2026		M		10,000	A	$22.495	33,261	D
Common Stock	02/26/2026		F		6,651(1)	D	$47.23	26,610(2)	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
Employee Stock Option (Right to Buy)	$22.495	02/26/2026		M			10,000	10/19/2021	10/19/2031	Common Stock	10,000	$22.495	0	D
Employee Stock Option (Right to Buy)	$26.94							(3)	08/25/2032	Common Stock	2,000		2,000	D
Employee Stock Option (Right to Buy)	$41.75							(4)	05/02/2034	Common Stock	50,000		50,000	D

Explanation of Responses:

1. Represents the number of shares withheld by the Reporting Person as a result of the cashless exercise of stock options, and used to pay the exercise price and required tax withholdings in accordance with the 2012 Employee Stock Option Plan and stock option grant.

2. Reflects a net increase of 3,349 shares resulting from the cashless exercise of 10,000 stock options as reflected in this Form.

3. Exercisable with respect to 2,000 shares from August 25, 2026 until August 25, 2032.

4. Exercisable, cumulatively, at 20% per year commencing May 2, 2024

	Michael Carrieri	02/27/2026
	** Signature of Reporting Person	Date
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FAQ

What insider transactions did NSSC executive Michael Carrieri report on this Form 4?

Michael Carrieri exercised 10,000 employee stock options at $22.495 per share, receiving 10,000 NSSC common shares. A portion of these shares was then withheld to cover the option exercise price and related tax withholdings under the company’s 2012 Employee Stock Option Plan.

How many NSSC shares were withheld for taxes in Michael Carrieri’s Form 4 filing?

The filing shows 6,651 NSSC common shares were withheld at $47.23 per share. According to the footnote, these shares covered the cashless exercise price and required tax withholdings associated with the 10,000 stock options exercised by Michael Carrieri.

What was the net share increase reported by NSSC executive Michael Carrieri?

The footnotes state a net increase of 3,349 NSSC shares from the cashless exercise of 10,000 stock options. This net figure reflects the 10,000 shares acquired minus the 6,651 shares withheld to pay the option exercise price and associated tax obligations.

How many NSSC shares does Michael Carrieri own after these Form 4 transactions?

After the reported transactions, Michael Carrieri directly owns 26,610 NSSC common shares. This post-transaction holding reflects the net result of the 10,000-share stock option exercise and the 6,651-share withholding for the exercise price and tax liabilities.

What future stock option rights does NSSC’s Michael Carrieri retain after this filing?

The Form 4 footnotes indicate options for 2,000 shares are exercisable from August 25, 2026 until August 25, 2032. Additional employee stock options become exercisable cumulatively at 20% per year, commencing on May 2, 2024, under the company’s stock option terms.

Was Michael Carrieri’s NSSC Form 4 transaction a market sale of shares?

The filing shows a tax-withholding disposition coded “F,” not an open-market sale. Shares were withheld to pay the option exercise price and required taxes as part of a cashless exercise, rather than being sold in the public market.