[Form 4] Standex International Corporation Insider Trading Activity

Rhea-AI Filing Summary

Standex International Corp (SXI) reporting person Max Arets, VP and Chief Information Officer, filed a Form 4 disclosing equity activity on 08/22/2025 and 08/23/2025. 176 restricted stock units vested on 08/22/2025, resulting in 176 shares acquired at a deemed price of $210.48 and leaving 1,494.632 shares beneficially owned after the transaction. Also disclosed was a sale of 43 shares on 08/22/2025 to cover taxes. On 08/23/2025 the filer received grants and awards: 506 performance share units (cliff vesting at three years, 0–250% payout), 506 restricted stock units (vest one-third annually), and 684 phantom/contingent units combined (506 and 178) vesting in 2028.

Positive

• 176 RSUs vested resulting in 176 shares acquired, indicating executed compensation to align officer incentives
• 506 performance share units granted with a 0–250% payout range, aligning long-term pay with company performance
• Additional 506 RSUs and 684 phantom/contingent units granted with multi-year vesting schedules, supporting retention

Negative

• 43 shares sold on 08/22/2025 to pay taxes following vesting (reduces immediate shareholding)

Insights

Financial Analyst

TL;DR: Routine executive compensation and vesting activity with performance-based PSU grant; no material divestiture.

The Form 4 shows customary equity compensation mechanics rather than strategic insider trades. Vesting of 176 RSUs produced 176 shares and a small sale of 43 shares to cover taxes. The grant of 506 PSUs is performance-contingent (0–250% payout) over a three-year cliff, which aligns pay with multi-year performance. Additional RSU and phantom unit grants vesting over three years indicate continued retention incentives. For valuation impact, the filing lists a deemed price of $210.48 for the vested shares but contains no company guidance or material change to ownership control.

Corporate Governance Expert

TL;DR: Compensation-focused disclosure consistent with standard governance practices; no red flags noted.

The disclosure details planned and customary equity-based awards under the 2018 Omnibus Incentive Plan and the Management Stock Purchase Plan. PSUs with performance-based multipliers and time-based RSUs are standard governance tools to align management incentives with shareholder outcomes. The filing identifies the reporting person as an officer (VP; Chief Information Officer) and shows direct beneficial ownership changes only, with no indication of indirect control or extraordinary transactions. The small tax-related sale is routine and expected following vesting events.

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^*

Arets Max

(Last) (First) (Middle)

23 KEEWAYDIN DRIVE, SUITE 300

(Street)

SALEM NH 03079

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
STANDEX INTERNATIONAL CORP/DE/ [ SXI ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	VP; Chief Information 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	08/22/2025		M(1)		176	A	$210.48	1,494.632	D
Common Stock	08/22/2025		F(2)		43	D	$210.48	1,451.632	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
Restricted Stock Units	(1)	08/22/2025		M(1)			176	(1)	(1)	Common Stock	176	$0	352	D
Phantom Stock Units	(3)	08/23/2025		A(3)		506		08/23/2028	08/23/2028	Common Stock	506	$0	506	D
Restricted Stock Units	(4)	08/23/2025		A(4)		506		(4)	(4)	Common Stock	506	$0	506	D
Phantom Stock Units	(5)	08/23/2025		A(5)		178		08/23/2028	08/23/2028	Common Stock	178	$0	178	D

Explanation of Responses:

1. Vesting of Restricted Stock Units pursuant to the Company's 2018 Omnibus Incentive Plan.

2. Shares sold to pay taxes on vesting of previously issued restricted stock and/or performance share units.

3. Award of Performance Share Units pursuant to the 2018 Omnibus Incentive Plan of the Company. These shares cliff vest at the end of a three year performance period with the ultimate number of shares ranging from 0 to 250% of the award based on achievement against Company performance metrics of the three year period.

4. Grant of Restricted Stock Units pursuant to the 2018 Omnibus Incentive Plan of the Company which vests one-third per year on each anniversary of the date of the award.

5. Contingent Purchase of Phantom Stock of the Company pursuant to the Management Stock Purchase Plan component of the 2018 Omnibus Incentive Plan vesting three years after the date of purchase in the form of Common Stock.

	/s/ Alan J. Glass	08/26/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What did Max Arets (SXI) report on Form 4 dated 08/22–08/23/2025?

He reported vesting of 176 RSUs, a sale of 43 shares to cover taxes, and grants totaling 506 PSUs, 506 RSUs, and 684 phantom/contingent units.

How many performance share units (PSUs) were awarded to the reporting person?

506 PSUs were awarded on 08/23/2025 and cliff vest at the end of a three-year performance period with payout 0–250% based on performance.

Did any shares get sold by the reporting person?

Yes. The filing shows a disposition of 43 shares on 08/22/2025 to pay taxes related to vesting.

What is the deemed price listed for the vested RSUs?

$210.48 is the price shown in connection with the 08/22/2025 RSU vesting.

When do the granted units vest?

PSUs cliff vest at the end of a three-year performance period; the RSUs vest one-third per year on each anniversary; phantom/contingent units vest three years after grant (08/23/2028).