Chief Technology Officer Richstmeier Brent converted options into 6,628 shares, increasing direct ownership by 113% to 12,502 units (SEC Form 4)
$TACT
Computer peripheral equipment
Technology
| 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). | |||||||||||||||||
| 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*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
TRANSACT TECHNOLOGIES INC [ TACT ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 02/27/2025 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 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 | 02/28/2025 | M | 1,129(6) | A | $0 | 7,003 | D | |||
| Common Stock | 03/01/2025 | M | 1,089(7) | A | $0 | 8,092 | D | |||
| Common Stock | 03/01/2025 | M | 3,542(5) | A | $0 | 11,634 | D | |||
| Common Stock | 03/02/2025 | M | 868(8) | A | $0 | 12,502 | D | |||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 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 | (1) | 02/28/2025 | M | 1,300 | (1) | (1) | Common Stock | 1,300 | $0(1) | 3,900 | D | ||||
| Restricted Stock Units | (2) | 03/01/2025 | M | 1,250 | (2) | (2) | Common Stock | 1,250 | $0(2) | 2,500 | D | ||||
| Performance Stock Units | (3) | 03/01/2025 | M | 4,778 | (3) | (3) | Common Stock | 4,778 | $0(3) | 4,778 | D | ||||
| Restricted Stock Units | (4) | 03/02/2025 | M | 975 | (4) | (4) | Common Stock | 975 | $0(4) | 975 | D | ||||
| Explanation of Responses: |
| 1. Shares of Restricted Stock Units issued on February 29, 2024 pursuant to the Company's 2014 Equity Incentive Plan, as Amended and Restated, vesting 25% annually commencing on the first anniversary of the date of grant that have converted to common stock on a one-for-one basis |
| 2. Shares of Restricted Stock Units issued on March 1, 2023 pursuant to the Company's 2014 Equity Incentive Plan, as Amended and Restated, vesting 25% annually commencing on the first anniversary of the date of grant that have converted to common stock on a one-for-one basis |
| 3. Shares of Performance Stock Units (PSU) issued on March 1, 2023 pursuant to the Company's 2014 Equity Incentive Plan, as Amended, which vest in three equal installments on March 1, 2024, March 1, 2025 and March 1, 2026 and convert to common stock on a one-for-one basis on each vesting date. The PSUs were earned on a variable basis dependent upon level of achievement against a performance metric, which was based on 50% FST Revenue and 50% Adjusted EBITDA for the calendar year 2023. For the FST Revenue metric we achieved 90.6% of the Target resulting in a 81.2% payout. For the Adjusted EDBITDA metric we achieved 136.5% of the target resulting in the maximum 150% payout. Weighting both of these equally at 50%, the resulting payout was 115.6%. |
| 4. Shares of Restricted Stock Units issued on March 2, 2022 pursuant to the Company's 2014 Equity Incentive Plan, as Amended and Restated, vesting 25% annually commencing on the first anniversary of the date of grant that have converted to common stock on a one-for-one basis. |
| 5. Mr. Richstmeier relinquished 1,236 shares of common stock of the 4,778 stock units that converted to common stock on March 1, 2025 in order to pay the required income and payroll taxes. |
| 6. Mr. Richstmeier relinquished 171 shares of common stock of the 1,300 stock units that converted to common stock on February 28, 2025 in order to pay the required income and payroll taxes. |
| 7. Mr. Richstmeier relinquished 161 shares of common stock of the 1,250 stock units that converted to common stock on March 1, 2025 in order to pay the required income and payroll taxes. |
| 8. Mr. Richstmeier relinquished 107 shares of common stock of the 975 stock units that converted to common stock on March 2, 2025 in order to pay the required income and payroll taxes. |
| Steven A DeMartino, Attorrney-In-Fact | 03/03/2025 | |
| ** 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. | ||