[Form 4] Rocky Brands, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Rocky Brands insider filing: Director Courtney Haning reported acquiring 5,000 shares of Rocky Brands, Inc. common stock on 08/29/2025 at a price of $28.07 per share, bringing his direct beneficial ownership to 24,482 shares. The Form 4 also reports a grant of a stock option for 5,000 shares with an exercise/conversion price of $28.07 and a stated exercisable date of 01/04/2026.

The filing notes the option vests 25% per year beginning on the first anniversary of the grant. The form is signed by an attorney-in-fact on behalf of the reporting person on 09/02/2025. All items are reported as direct ownership and no indirect holdings or additional material terms are disclosed in the filing.

Positive

• Director purchased 5,000 shares at $28.07, increasing direct ownership to 24,482 shares
• Received a 5,000-share stock option with a stated exercisable date and a clear vesting schedule (25% per year)

Negative

• None.

Insights

Financial Analyst

TL;DR: Director purchased shares and received options; transactions are routine insider compensation and modest in scale.

The 5,000-share purchase at $28.07 and a 5,000-share option grant at the same price indicate alignment with equity-based compensation practices. The reported direct ownership of 24,482 shares provides context on the directors stake but does not by itself signal a material change to ownership control. Vesting at 25% per year is standard for multi-year retention awards. Impact on share count and dilution appears limited based on the disclosed quantities.

Corporate Governance Expert

TL;DR: Disclosure is complete for the reported transactions and shows customary director award structure.

The Form 4 properly discloses an open-market acquisition and a contemporaneous option grant with vesting conditions. The reporting as direct ownership and inclusion of vesting schedule meet transparency expectations under Section 16 rules. No unusual transfer mechanisms or related-party arrangements are disclosed. The signature by an attorney-in-fact is noted and common for filings executed by representatives.

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

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^*

Haning G Courtney

(Last) (First) (Middle)

927 OLD MCARTHUR RD.

(Street)

LOGAN OH 43138

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ROCKY BRANDS, INC. [ RCKY ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
08/29/2025

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, without par value	08/29/2025		M		5,000	A	$28.07	24,482	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
Stock Option (right to buy)	$28.07	08/29/2025		M			5,000	(1)	01/04/2026	Common Stock, without par value	5,000	$0.0000	0.0000	D

Explanation of Responses:

1. Option vests 25% per year beginning on the first anniversary of the date of grant.

	Jeremy D. Siegfried, Attorney-in-Fact	09/02/2025
	** 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 Courtney Haning report for RCKY on 08/29/2025?

He acquired 5,000 shares of common stock at $28.07 and was granted a 5,000-share option with an exercise price of $28.07.

How many RCKY shares does the reporting person beneficially own after the transaction?

24,482 shares of common stock are reported as beneficially owned following the reported purchase.

What are the vesting terms of the stock option reported on the Form 4?

The option vests 25% per year beginning on the first anniversary of the grant date, as stated in the filing.

When is the reported option exercisable according to the filing?

The filing lists the option as exercisable on 01/04/2026.

Who signed the Form 4 for the reporting person?

The Form 4 was signed by Jeremy D. Siegfried, Attorney-in-Fact on 09/02/2025.