[Form 4] Transcat Inc Insider Trading Activity

Rhea-AI Filing Summary

Robert Mecca, a director of Transcat Inc. (TRNS), reported equity award activity on 09/10/2025 and 09/11/2025. On 09/10/2025 the filing shows restricted stock units (RSUs) granted totaling 1,587 RSUs that convert one-for-one into common stock and, per the award terms, generally vest on September 10, 2026. On 09/11/2025 a separate tranche of 704 RSUs is reported as vested, converting into common stock. The filing also discloses a stock option covering 10,000 shares with an exercise price of $98.88 and an expiration date of January 24, 2034; this option vests pro rata over five years. The form is signed by an attorney-in-fact on behalf of Mr. Mecca on September 11, 2025. The disclosure is limited to these award and vesting events and does not include earnings, cash transactions, or other operational details.

Positive

• Alignment with shareholders: RSUs and long-term stock option encourage retention and align director incentives with shareholder value.
• Clear vesting schedules: The option vests pro rata over five years and the 1,587 RSUs have a stated vest date, improving transparency.

Negative

• None.

Insights

Financial Analyst

TL;DR: Routine director compensation with a multi-year option and recent RSU vesting; not immediately material to financial results.

The filing documents standard equity-based compensation activity for a board member: a grant of 1,587 RSUs that vest in 2026, immediate vesting/conversion of 704 RSUs on 09/11/2025, and a 10,000-share option at a $98.88 strike expiring in 2034 which vests over five years. These items align executive/director incentives with shareholders and create potential future dilution if exercised, but the filing contains no cash proceeds, large disposals, or material transfers that would change near-term capitalization or liquidity. Investors should view this as routine insider compensation disclosure.

Corporate Governance Expert

TL;DR: Governance practice appears standard: equity awards and staged vesting to promote retention and alignment.

The structure—RSUs with time-based vesting and a long-dated option with five-year pro rata vesting—is consistent with common director compensation frameworks intended to retain board members and align interests with long-term shareholder value. The immediate vesting of 704 RSUs is disclosed explicitly; the grant of 1,587 RSUs is identified as exempt under Rule 16b-3, indicating customary treatment for compensatory awards to insiders. No governance red flags such as accelerated cash payouts, related-party transfers, or unusual option repricing are evident from the filing.

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
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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^*

Mecca Robert

(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)	704	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)	$98.88							(4)	01/24/2034	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 notice.

	/s/ Kristina L. Johnston, Attorney-in-Fact for Robert Mecca	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.
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FAQ

What insider transactions did Robert Mecca report on Form 4 for TRNS?

The Form 4 reports a grant of 1,587 RSUs (vesting Sept 10, 2026), the vesting/conversion of 704 RSUs on Sept 11, 2025, and a 10,000-share stock option with a $98.88 exercise price expiring Jan 24, 2034.

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

Yes. The filing states the restricted stock units "convert into common stock on a one-for-one basis."

When do the 1,587 RSUs vest?

The filing states those 1,587 RSUs "vest on September 10, 2026," subject to the award agreement terms.

What are the vesting terms for the stock option disclosed by Mr. Mecca?

The stock option vests pro rata with one-fifth of the shares becoming exercisable on each of the first through fifth anniversaries of the grant date.

Does the Form 4 show any cash proceeds from these transactions?

No. The reported RSUs and option are recorded with a price of $0 where shown; no cash sales or purchases are disclosed in this filing.