OSIS Form 4: CFO Receives 28,345 RSUs, Net Settles 25,078 Shares for Taxes

Rhea-AI Filing Summary

Alan Edrick, EVP & CFO of OSI Systems (OSIS), reported changes in his beneficial ownership on Form 4. On 08/26/2025 he was granted 28,345 RSUs issued pursuant to performance-based vesting at an indicated price of $225.19 per share equivalent, bringing his total common shares to 321,958 (direct). On the same date a separate transaction coded "F" shows 25,078 shares tendered in a net settlement to cover tax withholding at $225.19, reducing his post-transaction direct holdings to 296,880 shares. The filing clarifies the RSUs are performance-based and no shares were sold in the net settlement.

Positive

• Performance-based RSUs issued (28,345) indicate alignment of executive compensation with company performance.
• Net settlement used shares to cover taxes rather than an open-market sale, avoiding immediate market selling pressure.

Negative

• Potential dilution from the RSU grant as units vest and convert into shares.
• Reduction in direct holdings to 296,880 after tax withholding reduces the reporting person's share stake.

Insights

Financial Analyst

TL;DR: Routine executive equity grant and tax-withholding net settlement; modestly dilutive but generally neutral for investors.

The filing documents a performance-based RSU award of 28,345 units to the CFO and an offsetting net share tender of 25,078 shares to satisfy tax withholding, both recorded at $225.19 per share equivalent. This is a common executive compensation event that increases outstanding vested potential but does not indicate any open-market disposal. The net settlement reduced the reporting person's direct share count to 296,880. For investors, this represents compensation-related dilution potential rather than an actionable liquidity signal.

Corporate Governance Expert

TL;DR: Compensation governance appears standard: performance-based RSUs align pay with goals; net settlement for taxes is routine.

The disclosure explicitly states the RSUs are performance-based, which suggests alignment of executive incentives with company performance metrics. The net settlement to cover tax obligations used existing shares rather than open-market sales, reducing share count held by the officer without market impact. The form is complete for Section 16 reporting and contains the necessary explanatory notes.

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^*

EDRICK ALAN I

(Last) (First) (Middle)

12525 CHADRON AVE

(Street)

HAWTHORNE CA 90250

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
OSI SYSTEMS INC [ OSIS ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP & CFO

3. Date of Earliest Transaction (Month/Day/Year)
08/26/2025

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	08/26/2025		A		28,345(1)	A	$225.19	321,958	D
Common Stock	08/26/2025		F		25,078(2)	D	$225.19	296,880	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. RSUs are issued pursuant to performance based vesting.

2. Pursuant to a net settlement, shares of stock were tendered to pay for the tax withholding. No shares of stock were sold.

	/s/ Alan Edrick	08/28/2025
	** 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 transactions did OSIS EVP & CFO Alan Edrick report on Form 4?

He reported a grant of 28,345 performance-based RSUs and a net settlement of 25,078 shares to cover tax withholding, both on 08/26/2025.

How many OSIS shares does Alan Edrick beneficially own after these transactions?

After the reported transactions he beneficially owns 296,880 shares (direct).

Were any shares sold in the reported transactions for OSIS (ticker OSIS)?

No shares were sold; the filing states the 25,078 shares were tendered for tax withholding in a net settlement.

Are the RSUs granted to Alan Edrick performance-based or time-based?

The filing explicitly states the RSUs are issued pursuant to performance-based vesting.

What price is listed in the Form 4 for these transactions?

The price indicated for the transactions is $225.19 per share equivalent.