TER insider: 49 deferred stock units added; holdings total 64,569 share-equivalents

Rhea-AI Filing Summary

Paul J. Tufano, a director of Teradyne, Inc. (TER), acquired 49 deferred stock units (DSUs) on 09/29/2025 at no cash cost, recorded as an exempt transaction under Exchange Act Rule 16b-3(d). After the acquisition the reporting person beneficially owned 64,569 shares or share-equivalents. The filing states these DSUs represent dividend reinvestment into additional DSUs and are settled one-for-one in common stock generally within ninety days after the director ceases to serve as a non-employee director.

This is a routine director compensation election converting dividend payouts into additional DSUs rather than cash; the transaction increases the director’s long-term alignment with shareholders but does not show any exercised options, sales, or derivative activity in this filing.

Positive

• Transaction is exempt under Exchange Act Rule 16b-3(d), indicating compliance with insider transaction exemptions for director compensation
• DSUs settle one-for-one in common stock, creating a clear and direct mechanism that aligns the director's holdings with shareholders over time

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Routine director compensation via dividend-reinvested DSUs; aligns director interests with shareholders and is administratively exempt.

The filing documents a small grant of 49 DSUs to a non-employee director under an election to receive dividends as additional DSUs. Because the acquisition is exempt under Rule 16b-3(d), it follows standard governance practices for director compensation and avoids short-swing profit liability. The DSUs convert one-for-one to common stock on termination of service, reinforcing long-term share ownership rather than immediate cash compensation.

Securities Analyst

TL;DR: Immaterial insider acquisition for compensation purposes; negligible direct impact on TER share count or financials.

The reported 49 DSUs were acquired at a $0 price as a reinvestment of dividends, increasing the reporting person's beneficial holdings to 64,569 share-equivalents. This is a non-cash, routine change in beneficial ownership that does not reflect open-market purchases or dispositions and is unlikely to affect near-term supply/demand for TER shares or company financial statements.

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).

1. Name and Address of Reporting Person^*

TUFANO PAUL J

(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)		49(1)	A	$0(1)	64,569	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 Paul J. Tufano acquire in the Form 4?

The Form 4 reports acquisition of 49 deferred stock units (DSUs) by director Paul J. Tufano on 09/29/2025.

At what price were the DSUs acquired and how many shares does the reporting person own after the transaction?

The DSUs were recorded at a $0 price and the reporting person beneficially owned 64,569 shares or share-equivalents after the transaction.

How and when are the DSUs settled into common stock?

The filing states DSUs are settled one-for-one in Common Stock generally within ninety days of the date the non-employee director no longer serves.

Why was this acquisition exempt from short-swing profit rules?

The acquisition is exempt under Exchange Act Rule 16b-3(d), which covers certain compensatory transactions for directors and officers.

Does the Form 4 show any sales, option exercises, or derivative transactions for this reporting person?

No. The filing records only the 49 DSUs acquired and shows no sales, option exercises, or derivative securities activity.