Byrna Technologies Inc. — Director's Dealing 2023

Dec 15, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Byrna Technologies Inc. (BYRN)
CIK: 0001354866
Period of Report: 2023-08-31

Reporting Person: Ganz Bryan (Director, President and CEO)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2023-08-31	Restricted Stock Units	$	D	150000	Disposed	2023-08-31	Common Stock (150000)	Direct
2023-12-05	Restricted Stock Units	$	A	600000	Acquired		Common stock (600000)	Direct

Footnotes

F1: Each restricted stock unit represents a contingent right to receive one share of the common stock of Byrna Technologies Inc. (the "Issuer")

F2: The restricted stock units consisted of 300,000 Units with a $20 20-day volume weighted average price ("VWAP") performance trigger and 150,000 restricted stock units with a $30 20-day VWAP performance trigger ("$30 Trigger"). The reporting person was required to remain in service to the Company through August 31, 2023 for any units to vest. On August 31, 2023, 300,000 of the restricted stock units vested, but have not yet been settled, and 150,000 of the restricted stock units were forfeited.

F3: Pursuant to the terms of an employment agreement entered into effective September 1, 2023 (the "Agreement") and attached in full to the Form 8-K filed by the Issuer on September 18, 2023, the vesting of the units is subject to a double trigger of performance and time providing that (i) performance hurdles for three equal tranches, each consisting 200,000 units, will be met when the Issuer's common stock trades above $6.00, $9.00 and $12..00, respectively on a 20-day volume weighted average closing price ("VWAP"), and (ii) subject to specific modifications detailed in the Agreement for a termination through a "Qualified Retirement" without cause, by resignation, by virtue of death or disability, or through a "Change in Control", the reporting person must remain employed by the Issuer until August 31, 2026 for the restricted stock units to vest. See the Form 8K for a fuller summary of its terms and the Agreement attached thereto for additional details.