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[Form 4] Transcat Inc Insider Trading Activity

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4
Rhea-AI Filing Summary

Transcat Inc. (TRNS) director Mbago M. Kaniki received equity awards and holds an option position. The filing reports conversion-eligible restricted stock units (RSUs) that convert one-for-one into common stock. RSUs granted 09/10/2025 total 1,587 shares and vest on 09/10/2026. An additional 704 RSUs vested and converted on 09/11/2025, increasing beneficial ownership by 704 shares. The reporting person also holds a stock option to buy 10,000 shares at $47.14 per share exercisable on a pro rata vesting schedule through 05/12/2031. After the reported transactions, the filer directly beneficially owns 2,593 shares.

Positive
  • Director equity alignment: Awards and option vesting align the director's interests with shareholders
  • Transparent disclosure: Filing provides clear dates, amounts, strike price, and vesting schedules
Negative
  • Limited ownership impact detail: Filing does not state total shares outstanding, so percent ownership impact cannot be assessed
  • Potential dilution: Option for 10,000 shares could be dilutive when exercised, though materiality is not determinable here

Insights

TL;DR: Routine director compensation through RSUs and an option grant; disclosure is standard and not unusually dilutive.

The Form 4 shows typical equity-based compensation to a director: one grant subject to a one-year vest and another that vested immediately. The option covering 10,000 shares at a $47.14 strike vests pro rata over five years to align incentives. The immediate conversion of 704 RSUs increases direct ownership modestly to 2,593 shares. There is no sale or cash purchase reported. From a governance perspective, timing and structure are conventional and the filing satisfies Section 16 disclosure requirements.

TL;DR: Insider received compensation in equity; transaction is informational but unlikely to materially affect valuation.

The filing reports 1,587 RSUs granted (vesting next year) and 704 RSUs that vested on 09/11/2025, plus a 10,000-share option at a $47.14 strike. The net reported direct beneficial ownership after these events is 2,593 shares. There are no disposals or market sales disclosed. The option strike and vesting schedule are explicitly stated; however, the filing lacks context on total outstanding shares so percent ownership impact cannot be derived from this document alone.

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*
Kaniki Mbago M.

(Last) (First) (Middle)
C/O TRANSCAT, INC.
35 VANTAGE POINT DRIVE

(Street)
ROCHESTER NY 14624

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
TRANSCAT INC [ TRNS ]
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)
09/10/2025
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, $.50 par value 09/11/2025 M 704 A $0(1) 2,593 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
Restricted Stock Units $0(1) 09/10/2025 A 1,587 (2) (2) Common Stock, $.50 par value 1,587 $0 1,587 D
Restricted Stock Units $0(1) 09/11/2025 M 704 (3) (3) Common Stock, $.50 par value 704 $0 0 D
Stock Option (Right to Buy) $47.14 (4) 05/12/2031 Common Stock, $.50 par value 10,000 10,000 D
Explanation of Responses:
1. These restricted stock units ("RSUs") convert into common stock on a one-for-one basis.
2. These RSUs were granted in a transaction exempt under Rule 16b-3 and, except as otherwise provided in the award agreement, vest on September 10, 2026.
3. These RSUs vested on September 11, 2025.
4. This option vests and becomes exercisable pro rata with respect to one-fifth of the shares subject to the option on the first, second, third, fourth and fifth anniversaries of the date of grant, except as otherwise provided in the award agreement.
/s/ Kristina L. Johnston, Attorney-in-Fact for Mbago M. Kaniki 09/11/2025
** 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 Transcat insider Mbago M. Kaniki receive on 09/10–09/11/2025?

The insider was granted 1,587 RSUs on 09/10/2025 (vesting 09/10/2026) and 704 RSUs that vested on 09/11/2025; the filing also shows a 10,000-share option at a $47.14 strike.

How many Transcat (TRNS) shares does the reporting person beneficially own after the transactions?

The Form 4 reports 2,593 shares beneficially owned following the reported transactions.

What is the exercise price and exercisability schedule of the option reported?

The option has a $47.14 exercise price and vests pro rata at one-fifth per year over five years beginning from the grant date, with an indicated expiration of 05/12/2031.

Were any shares sold or disposed of in this Form 4?

No disposals or sales are reported; the filing shows acquisitions/grant vesting and conversion of RSUs.

Do the RSUs convert to common stock one-for-one?

Yes. The filing states the RSUs convert into common stock on a one-for-one basis.
Transcat

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Specialty Business Services
Instruments for Meas & Testing of Electricity & Elec Signals
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United States
ROCHESTER