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[Form 4] Transcat Inc Insider Trading Activity

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

Reporting person: Dawn DePerrior, a director of Transcat, Inc. (TRNS). The Form 4 discloses equity awards and option activity reported for transactions on September 10-11, 2025. On 09/10/2025 Ms. DePerrior was awarded 1,587 restricted stock units (RSUs) that convert one-for-one into common shares and vest on 09/10/2026. On 09/11/2025 704 RSUs vested and converted into 704 shares of common stock, increasing her beneficial ownership by that amount. Also reported is a stock option to purchase 10,000 shares at an exercise price of $92.92 that vests pro rata over five years from the grant date and expires 10/26/2033. All reported holdings are direct.

Positive
  • Receipt and conversion of 704 vested RSUs into common stock adds to director's direct ownership
  • Grant of 10,000-share stock option with long-dated expiration aligns director incentives with long-term performance
  • New RSU award (1,587 units) with one-year vesting provides retention incentive
Negative
  • None.

Insights

TL;DR Director received routine equity compensation: time-based RSUs, vested RSUs converted, and a multi-year option grant.

These transactions are consistent with standard director and executive compensation practices. The 1,587 RSU grant (vesting in one year) and the immediate vesting/conversion of 704 RSUs reflect time-based incentive pay rather than opportunistic insider trading. The 10,000-share option at $92.92 with five-year pro rata vesting aligns long-term incentives with shareholder value over multiple years. All holdings are reported as direct, simplifying governance oversight. No sales or dispositions were reported.

TL;DR Materiality is limited: awards are compensation-related and do not indicate an unusual liquidity event.

The vested 704 shares increase the director's stake modestly but are small relative to typical public-company floats; the 10,000-share option represents potential future dilution only if exercised. There is no cash sale, no transfer to an insider vehicle, and no hedging disclosed. From a market-impact perspective these filings are routine and unlikely to change valuation assumptions absent additional context on outstanding share count or total director holdings.

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*
DePerrior Dawn

(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) $92.92 (4) 10/26/2033 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 Dawn DePerrior 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 director Dawn DePerrior report on Form 4 (TRNS)?

She reported receipt and vesting of restricted stock units and a stock option grant: 1,587 RSUs granted on 09/10/2025 (vesting 09/10/2026), 704 RSUs vested and converted on 09/11/2025, and a 10,000-share option at $92.92.

How many shares did Dawn DePerrior acquire after the reported transactions?

704 shares were converted from vested RSUs on 09/11/2025 and reported as directly owned following the transaction.

What are the terms of the stock option reported by Dawn DePerrior?

Option for 10,000 shares with an exercise price of $92.92, vesting pro rata over five years and expiring on 10/26/2033.

Are the reported holdings direct or indirect?

All reported ownership is direct according to the Form 4 entries.

Do these Form 4 transactions indicate insider selling or disposition?

No dispositions were reported; the filings show acquisitions/vestings and an option grant only.
Transcat

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