OSI Systems insider Grindstaff vests RSUs, net-settles 2,213 shares for taxes

Rhea-AI Filing Summary

Glenn Grindstaff, the Chief Human Resources Officer and a director of OSI Systems, reported transactions dated 08/26/2025 affecting his beneficial ownership of OSIS common stock. He received 2,595 performance-based restricted stock units that vested, recorded at an implied per-share value of $225.19, increasing his direct holdings to 11,518 shares. Concurrently, 2,213 shares were surrendered in a net settlement to satisfy tax withholding obligations, leaving 9,305 shares beneficially owned after the transactions. The Form 4 was signed on 08/28/2025.

Positive

• Performance-based RSUs vested, aligning executive compensation with company performance (2,595 RSUs vested).
• No open-market sale occurred; shares were tendered only for tax withholding via net settlement.

Negative

• Net reduction in beneficial ownership due to tax-withholding tender of 2,213 shares, leaving 9,305 shares owned.

Insights

Financial Analyst

TL;DR: Insider received performance-based RSUs and used a net settlement for tax withholding, leaving modest net ownership change.

The filing documents an executive compensation event rather than an open-market purchase or sale. 2,595 RSUs vested and were recorded at $225.19 per share, which increases vested equity alignment with management incentives. The subsequent net settlement surrendered 2,213 shares to cover taxes; no open-market sale occurred. Net change reduced post-transaction holdings to 9,305 shares, which is a routine outcome of RSU vesting and tax withholding and appears immaterial to company capital structure.

Corporate Governance Expert

TL;DR: Transaction reflects standard executive compensation mechanics with performance-based vesting and tax-withholding via net settlement.

The report indicates compensation governance consistent with performance-linked equity grants. The RSUs are explicitly performance-based, which ties pay to achievement of targets. The net settlement to satisfy tax obligations reduced share count without an open-market disposition, preserving the intent of the grant while handling withholding obligations. For investors, this is a governance/compensation disclosure rather than a signal of trading intent.

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

OMB APPROVAL

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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^*

Grindstaff Glenn

(Last) (First) (Middle)

12525 CHADRON AVENUE

(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)
	CHIEF HUMAN RESOURCES OFFICER

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		2,595(1)	A	$225.19	11,518	D
Common Stock	08/26/2025		F		2,213(2)	D	$225.19	9,305	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 with a net settlement, shares of stock were tendered to pay for the tax withholding. No shares of stock were sold.

	/s/ Glenn Grindstaff	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 insider transactions did OSIS CHRO Glenn Grindstaff report on Form 4?

The Form 4 reports 2,595 performance-based RSUs vested and a net settlement where 2,213 shares were surrendered for tax withholding on 08/26/2025.

Did Glenn Grindstaff sell any OSIS shares in the reported transactions?

No open-market sale was reported; shares were tendered to cover tax withholding under a net settlement, not sold.

How many OSIS shares does Glenn Grindstaff beneficially own after the transactions?

Following the reported transactions, he beneficially owns 9,305 shares of OSIS common stock.

What was the per-share value used in the Form 4 for the RSU vesting?

The transactions list an implied per-share price of $225.19 for the vested RSUs.

What is the nature of the vested equity reported on the Form 4?

The granted equity consists of performance-based restricted stock units (RSUs), as stated in the form.