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ASTRONICS CORP — Director's Dealing 2024
May 14, 2024
31886_dirs_2024-05-14_e4efacac-0c99-4103-b610-6b157ba7432f.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: ASTRONICS CORP (ATRO)
CIK: 0000008063
Period of Report: 2024-05-10
Reporting Person: GUNDERMANN PETER J (Director, PRESIDENT/CEO)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2024-05-10 | $.01 PV Com Stk | A | 438 | — | Acquired | 74837.974 | Direct |
| 2024-05-10 | $.01 PV Com Stk | F | 107 | — | Disposed | 74730.974 | Direct |
| 2024-05-13 | $.01 PV Com Stk | J | 252.634 | $18.89 | Acquired | 74983.608 | Direct |
Holdings (Non-Derivative)
| Security | Shares | Ownership |
|---|---|---|
| $.01 PV CL B STK | 743493 | Direct |
Holdings (Derivative)
| Security | Exercise Price | Expiration | Underlying | Shares | Ownership |
|---|---|---|---|---|---|
| Option | $30.04 | 2029-12-09 | $.01 PV Com Stk (61200) | 61200 | Direct |
| Restricted Stock Unit | $ | $.01 PV Com Stk (14750) | 14750 | Direct | |
| Restricted Stock Unit | $ | $.01 PV Com Stk (10175) | 0 | Direct | |
| Option | $31.76 | 2026-12-14 | $.01 PV Com Stk (14460) | 14460 | Direct |
| Option | $35.61 | 2027-12-12 | $.01 PV CL B STK (3945) | 3945 | Direct |
| Option | $30.83 | 2024-12-11 | $.01 PV CL B STK (5261) | 5261 | Direct |
| Option | $11.13 | 2031-12-09 | $.01 PV Com Stk (115800) | 115800 | Direct |
| Option | $30.83 | 2024-12-11 | $.01 PV Com Stk (10100) | 10100 | Direct |
| Option | $14.45 | 2031-01-22 | $.01 PV Com Stk (98900) | 98900 | Direct |
| Restricted Stock Unit | $ | $.01 PV Com Stk (9206) | 9206 | Direct | |
| Restricted Stock Unit | $ | $.01 PV Com Stk (0) | 0 | Direct | |
| Option | $35.61 | 2027-12-12 | $.01 PV Com Stk (26300) | 26300 | Direct |
| Restricted Stock Unit | $ | $.01 PV Com Stk (0) | 0 | Direct | |
| Option | $31.76 | 2026-12-14 | $.01 PV CL B STK (2169) | 2169 | Direct |
| Option | $31.57 | 2028-12-13 | $.01 PV Com Stk (34790) | 34790 | Direct |
| Option | $27.72 | 2025-12-03 | $.01 PV Com Stk (13700) | 13700 | Direct |
| Option | $15.15 | 2033-12-07 | $.01 PV Com Stk (83900) | 83900 | Direct |
| Restricted Stock Unit | $ | $.01 PV Com Stk (26450) | 26450 | Direct | |
| Option | $9.74 | 2032-12-16 | $.01 PV Com Stk (125000) | 125000 | Direct |
| Option | $27.72 | 2025-12-03 | $.01 PV CL B STK (4418) | 4418 | Direct |
Footnotes
F1: Pursuant to Astronics Corp. decision to pay out amounts earned by the reporting person under the 2024 bonus plan in shares of the Issuers common stock, par value $0.01 per share, instead of cash, the reporting person was granted the above referenced stock bonus award as a bonus for Q1 2024.
F2: Shares of common stock withheld by Astronics Corp. to satisfy applicable withholding tax upon the grant of the stock bonus award.
F3: Reflects issuer's contribution to the reporting person's account in the issuer stock fund included in the issuer's 401(k) plan. The shares are held in the 401(k) account.
F4: Each restricted stock unit represents the right to receive, at settlement, one share of common stock.
F5: Vesting of these restricted stock units depends on Astronics Corp.'s average annual adjusted EBITDA for the period January 1, 2022- December 31, 2024. The "target" number of restricted stock units is reported. Between 75% and 115% of the target number of units may vest on February 24, 2025, with the vesting percentage determined based on actual performance.
F6: Vesting of these restricted stock units depends on Astronics Corp.'s average annual adjusted EBITDA for the period January 1, 2020- December 31, 2022. The "target" number of restricted stock units is reported in Table II. Based on actual performance 75% of the target number of units vested on December 31, 2022.
F7: Vesting of these restricted stock units depends on Astronics Corp.'s average annual adjusted EBITDA for the period January 1, 2023- December
31, 2025. The "target" number of restricted stock units is reported. Between 75% and 115% of the target number of units may vest on February 23, 2026, with the vesting percentage determined based on actual performance.
F8: These restricted stock units vest ratably on each anniversary of the grant date over three years.
F9: Vesting of these restricted stock units depends on Astronics Corp.'s average annual adjusted EBITDA for the period January 1, 2021- December 31, 2023. The "target" number of restricted stock units is reported. Between 75% and 115% of the target number of units may vest on December 31, 2023, with the vesting percentage determined based on actual performance.
F10: Vesting of these restricted stock units depends on Astronics Corp.'s average annual adjusted EBITDA for the period January 1, 2024- December 31, 2026. The "target" number of restricted stock units is reported. Between 50% and 150% of the target number of units may vest on February 23, 2027, with the vesting percentage determined based on actual performance.