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ASTRONICS CORP — Director's Dealing 2024
Mar 5, 2024
31886_dirs_2024-03-05_19f07e70-5f1c-4192-b565-872fec3562ea.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: 2024-03-01
Reporting Person: KRAMER JAMES S (VP Luminescent Systems, Inc.)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2024-03-01 | $.01 PV Com Stk | A | 142 | — | Acquired | 26406.554 | Direct |
| 2024-03-01 | $.01 PV Com Stk | F | 60 | — | Disposed | 26346.554 | Direct |
| 2024-03-01 | $.01 PV Com Stk | A | 8127 | — | Acquired | 34473.554 | Direct |
| 2024-03-01 | $.01 PV Com Stk | F | 3150 | — | Disposed | 31323.554 | Direct |
| 2024-03-04 | $.01 PV Com Stk | J | 123.322 | $18.90 | Acquired | 31446.876 | Direct |
Holdings (Non-Derivative)
| Security | Shares | Ownership |
|---|---|---|
| $.01 PV CL B STK | 123342 | Direct |
| $.01 PV Com Stk | 35555 | Indirect |
| $.01 PV CL B STK | 279758 | Indirect |
Holdings (Derivative)
| Security | Exercise Price | Expiration | Underlying | Shares | Ownership |
|---|---|---|---|---|---|
| Option | $30.83 | 2024-12-11 | $.01 PV Com Stk (2720) | 2720 | Direct |
| Option | $30.83 | 2024-12-11 | $.01 PV CL B STK (1417) | 1417 | Direct |
| Option | $27.72 | 2025-12-03 | $.01 PV Com Stk (3500) | 3500 | Direct |
| Option | $27.72 | 2025-12-03 | $.01 PV CL B STK (1129) | 1129 | Direct |
| Option | $31.76 | 2026-12-14 | $.01 PV Com Stk (3670) | 3670 | Direct |
| Option | $31.76 | 2026-12-14 | $.01 PV CL B STK (551) | 551 | Direct |
| Option | $35.61 | 2027-12-12 | $.01 PV Com Stk (5340) | 5340 | Direct |
| Option | $35.61 | 2027-12-12 | $.01 PV CL B STK (801) | 801 | Direct |
| Option | $31.57 | 2028-12-13 | $.01 PV Com Stk (7060) | 7060 | Direct |
| Option | $30.04 | 2029-12-09 | $.01 PV Com Stk (13600) | 13600 | Direct |
| Option | $14.45 | 2031-01-22 | $.01 PV Com Stk (20250) | 20250 | Direct |
| Option | $11.13 | 2031-12-09 | $.01 PV Com Stk (24500) | 24500 | Direct |
| Option | $9.74 | 2032-12-16 | $.01 PV Com Stk (26700) | 26700 | Direct |
| Option | $15.15 | 2033-12-07 | $.01 PV Com Stk (8300) | 8300 | Direct |
| Restricted Stock Unit | $ | $.01 PV Com Stk (174) | 174 | Direct | |
| Restricted Stock Unit | $ | $.01 PV Com Stk (7375) | 7375 | Direct | |
| Restricted Stock Unit | $ | $.01 PV Com Stk (8850) | 8850 | Direct | |
| Restricted Stock Unit | $ | $.01 PV Com Stk (8150) | 8150 | Direct | |
| Restricted Stock Unit | $ | $.01 PV Com Stk (15900) | 15900 | Direct |
Footnotes
F1: Pursuant to Astronics Corp. decision to pay out amounts earned by the reporting person under the 2023 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 Q4 2023.
F2: Shares of common stock withheld by Astronics Corp. to satisfy applicable withholding tax upon the grant of the stock bonus award.
F3: Pursuant to Astronics Corp. decision to pay out amounts earned by the reporting person under the 2023 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 an annual bonus for 2023.
F4: 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.
F5: Each restricted stock unit represents the right to receive, at settlement, one share of common stock.
F6: These restricted stock units vest ratably on each anniversary of the grant date over three years.
F7: Vesting of these restricted stock units depends on Astronics Corp.'s average annual adjusted EBITDA for the period January1, 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.
F8: Vesting of these restricted stock units depends on Astronics Corp.'s average annual adjusted EBITDA for the period January1, 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.
F9: 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.
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 22, 2027, with the vesting percentage determined based on actual performance.