[Form 4/A] Twin Disc, Incorporated Amended Insider Trading Activity

Rhea-AI Filing Summary

Twin Disc, Inc. (TWIN) amended a Form 4 to disclose a previously omitted award of 14,963 restricted stock units (RSUs) granted on 08/04/2024. Each RSU represents a contingent right to receive one share of Twin Disc common stock, awarded at $0. The RSUs vest three years from the grant date — 08/04/2027 — if the reporting person remains employed by the issuer.

The reporting person is Jeffrey S. Knutson, noted as an officer with the titles VP Finance, CFO, Secretary & Treasurer. The amendment explains that the original Form 4 filed on 08/06/2024 inadvertently omitted this award; the corrected Form 4/A bears the reporting signature dated 08/13/2025. The filing records the grant details but contains no additional financial or performance metrics.

Positive

• Amended filing discloses the previously omitted award, restoring public record completeness.
• Grant details provided: 14,963 RSUs, granted 08/04/2024, priced at $0, vesting 08/04/2027.
• Clear statement of RSU nature: each RSU represents a contingent right to receive one share.

Negative

• Original Form 4 omitted the RSU award, as acknowledged in the amendment filed to correct the record.
• Correction executed later: the amendment is signed 08/13/2025 for a transaction dated 08/04/2024 and original filing dated 08/06/2024.

Insights

Corporate Governance Expert

TL;DR: Amendment corrects an omission by disclosing 14,963 RSUs granted to an officer; vesting in three years.

The filing is a corrective disclosure: the reporting person, Jeffrey S. Knutson (VP Finance, CFO, Secretary & Treasurer), received 14,963 RSUs on 08/04/2024, each convertible to one share and vesting on 08/04/2027 if employment continues. The Form notes the original Form 4 filed on 08/06/2024 inadvertently omitted the award and this Form 4/A includes the missing award with a reporting signature dated 08/13/2025. From a governance perspective, the amendment restores disclosure completeness but highlights an initial reporting omission that investors and compliance teams will note.

Securities/Insider Reporting Analyst

TL;DR: Insider grant of 14,963 RSUs disclosed via amendment; transaction date 08/04/2024, vesting 08/04/2027, price $0.

The instrument is restricted stock units priced at $0, representing contingent rights to shares. The report specifies the transaction date (08/04/2024), original filing date (08/06/2024), and the signature date on this amendment (08/13/2025). This is a routine equity award disclosure corrected after an omission; the filing contains no exercise, sale, or cash consideration and no additional derivative instruments or ownership totals beyond the RSU detail.

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^*

Knutson Jeffrey Scott

(Last) (First) (Middle)

TWIN DISC, INC.

222 EAST ERIE ST., SUITE 400

(Street)

MILWAUKEE WI 53202

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
TWIN DISC INC [ TWIN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	VP Finance, CFO, Secr & Trea

3. Date of Earliest Transaction (Month/Day/Year)
08/04/2024

4. If Amendment, Date of Original Filed (Month/Day/Year)
08/06/2024

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

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)	08/04/2024		A		14,963		08/04/2027(2)	08/04/2027	Common Stock	14,963	$0	14,963	D

Explanation of Responses:

1. Each restricted stock unit represents a contingent right to receive one share of Twin Disc Inc common stock.

2. The restricted stock units will vest three years from the grant date if the Reporting Person is still employed by the issuer.

Remarks:

On August 6, 2024, the reporting person filed a Form 4 that inadvertently omitted an award of restricted stock units to the reporting person.

	/s/ Jeffrey S. Knutson	08/13/2025
	** 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

Who filed the Form 4/A for Twin Disc (TWIN)?

Jeffrey S. Knutson, an officer of Twin Disc (VP Finance, CFO, Secretary & Treasurer), signed the amended Form 4/A.

How many restricted stock units were disclosed in the amendment for TWIN?

The amendment discloses 14,963 restricted stock units (RSUs) granted on 08/04/2024.

When do the RSUs vest and what do they represent?

The RSUs vest on 08/04/2027 if the reporting person remains employed; each RSU represents a contingent right to receive one share of common stock.

Was the original Form 4 filed previously and what happened?

Yes; the original Form 4 was filed on 08/06/2024 and the amendment states that filing inadvertently omitted the RSU award.

What price was attached to the RSU award in the filing?

The filing lists the RSUs at a $0 price (restricted stock units, contingent rights to shares).