TER Form 4: Director Ernest Maddock Acquires Deferred Stock Units

Rhea-AI Filing Summary

Teradyne director Ernest E. Maddock received deferred stock units (DSUs) on 09/29/2025 under his election to receive dividend equivalents as additional DSUs rather than cash. The filing reports an exempt acquisition under Exchange Act Rule 16b-3(d) with 0 price because DSUs are issued in lieu of cash dividends. Following the transaction, Mr. Maddock beneficially owns 9,593 shares of Teradyne common stock. The DSUs are settled one-for-one into common stock generally within ninety days after the director ceases to serve as a non-employee director.

Positive

• Disclosure follows Section 16 and Rule 16b-3(d), showing compliance with insider reporting rules
• DSUs align director compensation with shareholder interests by converting dividend equivalents into equity
• Transaction is noncash and routine, reducing potential concerns about opportunistic insider trading

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Routine director compensation through dividend-equivalent DSUs; customary and exempt under Rule 16b-3(d).

This Form 4 discloses a noncash, exempt acquisition of DSUs by a non-employee director, reflecting standard governance practice to align director interests with shareholders without immediate cash outlay. The amount reported (9,593 shares beneficially owned post-transaction) is modest relative to typical company capitalization and does not indicate an extraordinary corporate action. The filing is informational and consistent with normal director compensation and SEC Section 16 disclosure requirements.

Securities Compliance Analyst

TL;DR: Disclosure complies with Section 16 timing and exemption rules; no unusual trading or pricing shown.

The Form 4 correctly identifies the transaction date, the exemption under Rule 16b-3(d), and the nature of the DSU settlement. Reporting via attorney-in-fact signature is noted and acceptable. There are no cash purchases or sales, no derivative exercises, and no complex transaction codes beyond a standard exempt acquisition, indicating low investor-impact compliance disclosure.

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).

1. Name and Address of Reporting Person^*

MADDOCK ERNEST E

(Last) (First) (Middle)

TERADYNE, INC.

600 RIVERPARK DRIVE

(Street)

NORTH READING MA 01864

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
TERADYNE, INC [ TER ]

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)
09/29/2025

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	09/29/2025		J(1)		3(1)	A	$0(1)	9,593	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. Represents deferred stock units ("DSUs") issued to the Reporting Person in accordance with his election to receive dividends paid on DSUs in the form of additional DSUs in lieu of cash. Such acquisition is exempt under Exchange Act Rule 16b-3(d). DSUs are settled one-for-one in Common Stock generally within ninety days of the date as of which a non-employee director no longer serves in such capacity.

	/s/ Ryan E. Driscoll, Attorney-in-Fact	10/01/2025
	** 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 did TER director Ernest E. Maddock report on Form 4?

He reported an exempt acquisition of deferred stock units (DSUs) on 09/29/2025, increasing his beneficial ownership to 9,593 shares.

Why was the DSU acquisition reported as having a price of $0 on the Form 4 for TER?

The DSUs were issued in lieu of cash dividends as dividend equivalents, so the acquisition is recorded with a $0 purchase price and is exempt under Exchange Act Rule 16b-3(d).

When will the DSUs reported by Mr. Maddock be settled into Teradyne common stock?

The filing states DSUs are settled one-for-one in common stock generally within ninety days after the director no longer serves as a non-employee director.

Does the Form 4 show any derivative transactions or sales by the reporting person?

No. The filing shows a non-derivative acquisition of DSUs and no derivative instruments or dispositions were reported.

Who signed the Form 4 filing for Ernest E. Maddock?

The Form 4 was signed by Ryan E. Driscoll, Attorney-in-Fact on behalf of the reporting person on 10/01/2025.