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Strattec (STRT) insider filing: 804 performance RSUs awarded; 640 shares withheld/sold

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Richard P. Messina, VP & Chief Technical Officer of Strattec Security Corp (STRT), reported Section 16 transactions on Form 4 showing both dispositions and an award on August 22–23, 2025. The filing shows two dispositions of common stock (320 shares on 08/22/2025 and 320 shares on 08/23/2025) reported as F transactions and a separate acquisition of 804 performance restricted stock units on 08/22/2025. After the reported transactions Messina beneficially owned 13,994, then 13,510, then 13,190 shares per the lines in the filing. Explanations state 950 shares were withheld for tax liability upon vesting of restricted stock, restricted shares vest pro rata over three years, and the 804 performance RSUs are contingent on EBITDA over a three-year performance period ending July 2, 2028.

Positive

  • Performance-linked equity award: 804 performance restricted stock units tie compensation to a three-year EBITDA performance period ending July 2, 2028.
  • Compliance with Rule 16 reporting: Transactions, including tax-withholding on vested restricted stock, are disclosed on Form 4 and note exemption under Rule 16b-3.

Negative

  • Reduction in direct holdings: Reported dispositions (320 shares on 08/22/2025 and 320 shares on 08/23/2025) reduced beneficial ownership as shown in the filing.

Insights

TL;DR: Routine insider vesting and tax-withholding dispositions plus performance-based RSUs align executive pay with multi-year EBITDA performance.

The Form 4 discloses standard post-vesting tax-withholding dispositions and grant-related reporting rather than open-market sells or purchases for trading. The acquisition of 804 performance restricted stock units ties potential equity issuance to a three-year EBITDA performance period ending July 2, 2028, which can promote longer-term alignment with shareholders. The net change in beneficial ownership shown in the filing primarily reflects vesting-related mechanics and withholding for taxes.

TL;DR: Disclosure reflects routine compensation administration and complies with Rule 16 reporting requirements.

The report documents customary equity compensation activity: restricted stock vesting with shares withheld for tax obligations and performance RSUs with multi-year vesting conditions. The filing notes an exemption under Rule 16b-3 for tax-withheld shares, indicating use of accepted plan mechanics. No departures, pledges, or unusual transactions are reported.

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*
Messina Richard P

(Last) (First) (Middle)
C/O STRATTEC SECURITY CORPORATION
3333 WEST GOOD HOPE ROAD

(Street)
MILWAUKEE WI 53209

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
STRATTEC SECURITY CORP [ STRT ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
VP & Chief Technical Officer
3. Date of Earliest Transaction (Month/Day/Year)
08/22/2025
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, par value $0.01 per share 08/22/2025 F 320(1) D $0 13,510 D
Common Stock, par value $0.01 per share 08/23/2025 F 320(1) D $0 13,190 D
Common Stock, par value $0.01 per share 08/22/2025 A 804(2) A $0 13,994 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
Performance Restricted Stock Units (3) 08/22/2025 A 804 (3) 10/26/2028 Common Stock, par value $0.01 per sharE 804 $0 804 D
Explanation of Responses:
1. Shares withheld for payment of tax liability upon vesting of 950 shares of restricted stock; exempt under Rule 16b-3.
2. Shares of restricted stock which vest pro rata over a three year period on the anniversary of the date of grant (i.e., one-third vest on each of August 22, 2026, August 22, 2027, and August 22, 2028).
3. Performance restricted stock units representing contingent rights to receive shares of the Issuer's Common Stock based upon the Issuer's EBITDA percentage over a three-year performance period ending July 2, 2028.
/s/ J. Bret Treier, via Power of Attorney 08/26/2025
** 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 Richard P. Messina report for STRT on Form 4?

The filing reports dispositions of 320 shares on 08/22/2025 and 320 shares on 08/23/2025, plus the acquisition of 804 performance restricted stock units on 08/22/2025.

Why were shares disposed of by the reporting person in the STRT Form 4?

The filing explains shares were withheld to satisfy a tax liability upon vesting of restricted stock; the withholding is noted as exempt under Rule 16b-3.

How many shares did Messina beneficially own after the reported transactions?

The lines in the filing show beneficial ownership figures of 13,994, then 13,510, then 13,190 across the reported entries.

What are the conditions for the 804 performance restricted stock units in the STRT filing?

The 804 performance RSUs are contingent on the issuer's EBITDA percentage over a three-year performance period ending July 2, 2028.

When do the restricted shares vest according to the filing?

The filing states restricted stock vests pro rata over three years with one-third vesting on each anniversary of the grant date (e.g., August 22, 2026; August 22, 2027; August 22, 2028).

Does the Form 4 indicate any non-routine or market trades by Messina for STRT?

No. The disclosed transactions are vesting-related dispositions for tax withholding and a performance RSU grant; no open-market purchases or unusual dispositions are reported.
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