[Form 4] Twin Disc, Incorporated Insider Trading Activity

Rhea-AI Filing Summary

Insider sale by Twin Disc director and CEO John H. Batten. The form reports a sale of 15,000 shares of Common Stock at $13.10 per share, recorded on 09/08/2025, reducing his direct holdings to 547,615 shares. The filing also discloses several indirect holdings held in trustee capacities, including 195,019; 221,156; 115,456; 114,976; and 106,744 shares across named trusts, plus 2,457.2354 shares attributed to a 401(k) plan, for total reported beneficial positions tied to the reporting person and trusts. The document is a routine Section 16 disclosure showing a reported open-market or other sale and the resulting beneficial ownership positions.

Insights

Securities Analyst

TL;DR: Director/CEO sold a modest number of shares; disclosure clarifies direct and trust holdings.

The sale of 15,000 shares at $13.10 reduces the reporting person’s direct stake to 547,615 shares while multiple trustee-held positions remain material to aggregate ownership. This Form 4 is a standard Section 16 disclosure that updates market participants on insider holdings and a specific disposal. The reported transaction size is small relative to the aggregate beneficial positions shown across direct and trustee accounts, suggesting this filing is an ownership update rather than a material change in control or capital structure.

Corporate Governance Expert

TL;DR: Proper insider reporting of a sale and trustee-held positions; disclosure appears complete for the transactions listed.

The filer identifies multiple indirect ownership interests held in trustee roles, providing clarity on how beneficial ownership is allocated across family trusts and a 401(k). The form includes the required reporting of the sale transaction code and post-transaction share counts. No derivative transactions or additional plan-based trades are reported. From a governance standpoint, the filing fulfils Section 16 transparency obligations.

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^*

BATTEN JOHN H

(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)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	President and CEO

3. Date of Earliest Transaction (Month/Day/Year)
09/08/2025

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(3)	09/08/2025		A		15,000	D	$13.1	547,615	D
COMMON STOCK								2,457.2354	I	401(k)
COMMON STOCK								195,019	I	As Trustee(1)
COMMON STOCK								221,156	I	As Trustee(2)
COMMON STOCK								115,456	I	As Trustee(3)
COMMON STOCK								114,976	I	As Trustee(4)
COMMON STOCK								106,744	I	As Trustee(5)

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. As trustee of Michael E. Batten Marital Trust.

2. As trustee of Michael E. Batten Family Trust.

3. As trustee of Elizabeth Batten Stribney Trust.

4. As trustee of Timothy Michael Batten Trust.

5. As trustee of Louise Vemet Batten Grantor Trust.

	/s/ John H. Batten	09/10/2025
	** 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 transaction did John H. Batten report on the Form 4 for TWIN?

The Form 4 reports a sale of 15,000 shares of Common Stock at $13.10 per share with a transaction date of 09/08/2025.

How many shares does John H. Batten directly own after the reported sale?

After the reported sale, the filing shows 547,615 shares owned directly by John H. Batten.

Does the filing disclose indirect or trustee-held shares for the reporting person?

Yes. The filing discloses indirect holdings as trustee for multiple trusts totaling reported blocks of 195,019; 221,156; 115,456; 114,976; and 106,744 shares, plus 2,457.2354 shares in a 401(k).

Were any derivative securities reported on this Form 4 for TWIN?

No derivative securities are reported in Table II; only non-derivative common stock transactions are shown.

Does the Form 4 indicate whether the sale was part of a Rule 10b5-1 plan?

The form includes the checkbox text for Rule 10b5-1 plans but does not indicate in the provided content that the transaction was made pursuant to such a plan.