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NTIC (NTIC) CFO exercises stock options and has shares withheld for tax obligations

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Northern Technologies International Corp CFO Matthew C. Wolsfeld exercised stock options and had shares withheld to cover taxes. He exercised 11,879 shares of common stock at $6.70 per share through an option exercise. To satisfy tax obligations, 9,169 shares of common stock were disposed of at $8.68 per share as a tax-withholding transaction, not an open-market sale. After these transactions, he directly owned 180,135 shares of common stock. The exercised option had fully vested and, following the exercise, no shares remained under that option.

Positive

  • None.

Negative

  • None.
Insider WOLSFELD MATTHEW C
Role CFO and Corporate Secretary
Type Security Shares Price Value
Exercise Stock Option (right to buy) 11,879 $0.00 --
Exercise Common Stock 11,879 $6.70 $80K
Tax Withholding Common Stock 9,169 $8.68 $80K
Holdings After Transaction: Stock Option (right to buy) — 0 shares (Direct); Common Stock — 180,135 shares (Direct)
Footnotes (1)
  1. [object Object]
Option shares exercised 11,879 shares Common stock acquired via option exercise at $6.70
Option exercise price $6.70/share Strike price for exercised stock options
Tax-withholding shares 9,169 shares Common stock delivered for tax liability at $8.68
Tax-withholding price $8.68/share Value per share for tax-withholding disposition
Shares owned after 180,135 shares Direct common stock holdings following transactions
Exercised option remaining 0 shares Derivative position after option fully exercised
Exercise count 1 transaction Single derivative exercise reported in summary
Tax-withholding count 1 transaction Single F-code tax-withholding disposition
tax-withholding disposition financial
"To satisfy tax obligations, 9,169 shares of common stock were disposed of at $8.68 per share as a tax-withholding transaction"
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
stock option (right to buy) financial
"Stock Option (right to buy) with 11,879 underlying common shares was exercised at $6.70 per share"
derivative exercise/conversion financial
"He exercised 11,879 shares of common stock at $6.70 per share through an option exercise classified as a derivative exercise/conversion"
fully vested financial
"The exercised option had fully vested and, following the exercise, no shares remained under that option"
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Form 4 Insider Transactions: What Each Field Means →

FAQ

What insider transactions did NTIC CFO Matthew Wolsfeld report on this Form 4?
NTIC CFO Matthew Wolsfeld reported an option exercise and a related tax-withholding share disposition. He exercised 11,879 shares of common stock at $6.70 per share, and 9,169 shares were withheld at $8.68 per share to cover tax obligations.

Did the NTIC CFO buy or sell shares on the open market in this Form 4?
The Form 4 shows no open-market purchases or sales by NTIC’s CFO. Instead, it reports an option exercise and a tax-withholding disposition, where 9,169 shares were delivered to satisfy tax liabilities arising from the vesting and exercise of equity compensation.

How many NTIC shares does the CFO hold after these Form 4 transactions?
After the reported transactions, the NTIC CFO directly owns 180,135 shares of common stock. This reflects the net effect of exercising 11,879 option shares and the tax-withholding disposition of 9,169 shares to cover obligations tied to the equity award.

What was the strike price of the exercised NTIC stock options?
The exercised NTIC stock options had a strike price of $6.70 per share. On the transaction date, the CFO exercised 11,879 option shares at this price as part of his equity compensation, converting a derivative position into additional common stock holdings.

Were any NTIC stock options remaining after the CFO’s reported exercise?
The filing indicates the specific stock option reported was fully exercised, leaving zero shares remaining under that option. A footnote states the option had fully vested, and the derivative position shows 0.0000 shares following the exercise transaction.
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*
WOLSFELD MATTHEW C
(Last)(First)(Middle)
C/O NORTHERN TECHNOLOGIES INT'L CORP.
4201 WOODLAND ROAD, PO BOX 69
(Street)
CIRCLE PINES MINNESOTA 55014
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
NORTHERN TECHNOLOGIES INTERNATIONAL CORP [ NTIC ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
CFO and Corporate Secretary
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
07/01/2026		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 Stock07/01/2026M11,879A$6.7180,135D
Common Stock07/01/2026F9,169D$8.68170,966D
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
Stock Option (right to buy)$6.707/01/2026M11,879 (1)08/31/2026Common Stock11,879$00D
Explanation of Responses:
1. This option has fully vested.
/s/ Matthew C. Wolsfeld07/02/2026
** 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