Optex Systems (OPXS) amends Form 4 for CEO 10,000-share grant

Rhea-AI Filing Summary

Optex Systems Holdings Inc reported an amended insider transaction for CEO and President George Chad Michael. He received a grant of 10,000 shares of common stock on August 11, 2025, with no cash paid per share. Of this grant, 2,965 shares were withheld the same day to satisfy tax withholding obligations, leaving him with 7,035 shares of common stock held directly after the transactions. The amendment clarifies the original report by explicitly showing the tax-withholding disposition and updating his beneficial ownership.

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^*

George Chad Michael

(Last) (First) (Middle)

1420 PRESIDENTIAL DRIVE

(Street)

RICHARDSON, TX 75081

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Optex Systems Holdings Inc [ OPXS ]

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CEO and President

3. Date of Earliest Transaction (Month/Day/Year)
08/11/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)
08/19/2025

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	08/11/2025		A		10,000	A	$0	10,000	D
Common Stock	08/11/2025		F		2,965(1)	D	$12.84	7,035	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

Explanation of Responses:

1. This amendment is being filed to reflect that 2,965 of the 10,000 shares of common stock originally reported as granted to the reporting person were withheld on the transaction date reported to satisfy tax withholding obligations. As a result, a new row has been added to include transaction Code F, indicating the shares withheld for tax purposes. The reporting person's beneficial ownership in column 5 has been updated accordingly.

	/s/ Roland S. Chase as attorney in fact for Chad George	03/13/2026
	** 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 transaction did Optex Systems (OPXS) report for its CEO?

Optex Systems reported that CEO George Chad Michael received a grant of 10,000 common shares on August 11, 2025. The filing is an amendment that clarifies how many shares were granted and how many were withheld for taxes.

How many Optex Systems (OPXS) shares did the CEO ultimately retain?

After tax withholding, the CEO directly held 7,035 common shares as of August 11, 2025. This reflects 10,000 shares granted, with 2,965 shares withheld to satisfy tax obligations, as detailed in the amended Form 4/A.

What does the F transaction code mean in the Optex Systems (OPXS) Form 4/A?

The F code in the Optex Systems Form 4/A indicates shares were withheld to pay tax obligations. Specifically, 2,965 shares of common stock were withheld on August 11, 2025, to cover the CEO’s tax withholding related to the stock grant.

Was the Optex Systems (OPXS) CEO’s share grant an open-market purchase?

No, the CEO’s 10,000-share transaction was reported under code A, meaning a grant, award, or other acquisition. It represents compensation in stock, not an open-market purchase, and carries a reported price of $0.0000 per share.

Why did Optex Systems (OPXS) file an amended Form 4/A for its CEO?

The amendment corrects the earlier report by showing that 2,965 of the 10,000 granted shares were withheld for tax obligations. It adds a new F-code transaction row and updates the CEO’s beneficial ownership column to reflect 7,035 shares held directly.

Did the Optex Systems (OPXS) CEO sell any shares in this filing?

The filing does not report an open-market sale. It shows a stock grant of 10,000 shares and a tax-withholding disposition of 2,965 shares, where shares were withheld to satisfy tax liabilities rather than sold on the market.