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Superior Group (NASDAQ: SGC) CEO granted 120K-share restricted stock award

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Form Type
4

Rhea-AI Filing Summary

BENSTOCK MICHAEL reported acquisition or exercise transactions in this Form 4 filing.

SUPERIOR GROUP OF COMPANIES, INC. CEO Michael Benstock received a grant of 120,000 shares of common stock as a restricted stock award on May 7, 2026, at a stated price of $0.00 per share. The award vests on the third anniversary of the grant date, or on May 7, 2029.

On the grant date, the company’s common stock closed at $12.00 per share on NASDAQ. Following this grant, Benstock directly holds 710,637 shares of common stock, some of which remain subject to forfeiture, including 193,571 shares as of this filing. Indirect holdings include 22,000 shares held by his spouse and 397,006 shares held in an irrevocable trust for which he disclaims beneficial ownership.

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Insider BENSTOCK MICHAEL
Role CEO
Type Security Shares Price Value
Grant/Award Common Stock 120,000 $0.00 $0.00
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 710,637 shares (Direct); Common Stock — 397,006 shares (Indirect, Held in an Irrevocable Trust of which the reporting person disclaims beneficial ownership); Common Stock — 22,000 shares (Indirect, Spouse)
Footnotes (3)
  1. F1. This is a restricted stock award which vests on the third anniversary of the grant date or 05/07/2029.
  2. F2. On May 7, 2026, the date such restricted stock award was granted, the closing price of the issuer's common stock on the NASDAQ was $12.00 per share.
  3. F3. Certain of these shares were granted under restricted stock awards and are subject to forfeiture. Of such shares, 193,571 continue to be subject to forfeiture as of the date of this filing.
Restricted stock grant 120,000 shares Common Stock award granted May 7, 2026
Grant price $0.00 per share Stated price for restricted stock award
Vesting date May 7, 2029 Third anniversary of restricted stock grant
Market price on grant date $12.00 per share Closing price on NASDAQ on May 7, 2026
Direct holdings after grant 710,637 shares Common Stock directly held by Michael Benstock
Restricted shares subject to forfeiture 193,571 shares Remain subject to forfeiture as of filing date
Spouse-held indirect shares 22,000 shares Common Stock held indirectly through spouse
Irrevocable trust shares 397,006 shares Held in irrevocable trust; beneficial ownership disclaimed
restricted stock award financial
"This is a restricted stock award which vests on the third anniversary of the grant date"
A restricted stock award is company shares given to an employee or executive that cannot be sold or fully owned until certain conditions—like staying with the company for a set time or hitting performance targets—are met. Think of it as a gift that only becomes yours after you fulfill specific obligations; for investors, these awards matter because they can increase the total shares outstanding when they vest, reveal how management is being paid and motivated, and create potential selling pressure when restrictions lift.
subject to forfeiture financial
"Certain of these shares were granted under restricted stock awards and are subject to forfeiture"
irrevocable trust financial
"Held in an Irrevocable Trust of which the reporting person disclaims beneficial ownership"
An irrevocable trust is a legal arrangement where an owner transfers assets into a separate entity managed by a trustee and gives up the power to modify or reclaim those assets. For investors it matters because putting stock or other holdings into such a trust can change who controls and benefits from the assets, affect taxes and creditor protection, and influence how easy it is to sell or value those holdings—like placing valuables in a locked safe overseen by someone else.
disclaims beneficial ownership financial
"Irrevocable Trust of which the reporting person disclaims beneficial ownership"

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FAQ

What insider transaction did SGC CEO Michael Benstock report?

Michael Benstock reported receiving a grant of 120,000 shares of Superior Group common stock as a restricted stock award. The grant is compensation, not an open-market purchase, and was made at a stated price of $0.00 per share on May 7, 2026.

When do Michael Benstock’s new SGC restricted shares vest?

The 120,000-share restricted stock award to Michael Benstock vests on the third anniversary of the grant date. According to the filing, the vesting date is May 7, 2029, assuming the award’s forfeiture conditions are satisfied over that period.

What was SGC’s stock price when the CEO’s restricted shares were granted?

On May 7, 2026, when the restricted stock award was granted, Superior Group’s common stock closed at $12.00 per share on NASDAQ. This market price provides context for the value of the 120,000-share compensation grant reported in the filing.

How many SGC shares does Michael Benstock hold after this grant?

After the 120,000-share restricted stock grant, Michael Benstock directly holds 710,637 shares of Superior Group common stock. The filing notes that certain shares are still subject to forfeiture, including 193,571 restricted shares as of the filing date.

Are all of Michael Benstock’s SGC restricted shares fully earned?

No, not all restricted shares are fully earned. The filing states that certain shares were granted under restricted stock awards and remain subject to forfeiture. Specifically, 193,571 shares continue to be subject to forfeiture as of the date of this filing.
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*
BENSTOCK MICHAEL

(Last)(First)(Middle)
SUPERIOR GROUP OF COMPANIES, INC.
200 CENTRAL AVENUE, SUITE 2000

(Street)
ST. PETERSBURG FLORIDA 33701

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
SUPERIOR GROUP OF COMPANIES, INC. [ SGC ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
CEO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/07/2026
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 Stock05/07/2026A120,000(1)A(2)710,637(3)D
Common Stock397,006IHeld in an Irrevocable Trust of which the reporting person disclaims beneficial ownership
Common Stock22,000ISpouse
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
Explanation of Responses:
1. This is a restricted stock award which vests on the third anniversary of the grant date or 05/07/2029.
2. On May 7, 2026, the date such restricted stock award was granted, the closing price of the issuer's common stock on the NASDAQ was $12.00 per share.
3. Certain of these shares were granted under restricted stock awards and are subject to forfeiture. Of such shares, 193,571 continue to be subject to forfeiture as of the date of this filing.
/s/ Melinda Barreiro05/11/2026
** 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)