Form 4: Agilysys Inc. Insider Trust Sells Shares Under 10b5-1 Plan

The Kaufman 2012 Descendants Trust, an affiliate of a director of Agilysys Inc., sold 22,500 shares of common stock over three days under a pre-arranged 10b5-1 trading plan.

Summary

• The Kaufman 2012 Descendants Trust, with David N. Smith as trustee, sold a total of 22,500 shares of Agilysys Inc. common stock.
• These sales occurred over three days: 7,500 shares on January 7, 2025, at an average price of $128.57; 7,500 shares on January 8, 2025, at an average price of $132.04; and 7,500 shares on January 10, 2025, at an average price of $130.29.
• The transactions were executed under a pre-arranged Rule 10b5-1 trading plan established on September 10, 2024.
• The beneficiaries of the trust are dependents of Michael Kaufman, a director of Agilysys Inc., who disclaims beneficial ownership of the shares held by the trust.
• Michael Kaufman also directly owns 9,580 shares and may be deemed to indirectly own 1,192,730 shares through MAK Capital Fund LP, but disclaims beneficial ownership except for his pecuniary interest.

Sentiment

Score: 5

Explanation: The document is a routine filing of insider trading activity under a pre-arranged plan, so it is neutral in sentiment.

Risks

• The sales by the trust, while under a pre-arranged plan, could potentially create downward pressure on the stock price.

Management Comments

• Michael Kaufman disclaims beneficial ownership of the shares held by the Trust, except to the extent of its pecuniary interest therein.

Industry Context

This is a routine filing related to insider trading activity. It is common for insiders to use 10b5-1 plans to sell shares to avoid accusations of trading on non-public information.

Comparison to Industry Standards

• The use of a 10b5-1 trading plan is a standard practice for corporate insiders to manage their stock sales.
• The reported transactions are typical for Form 4 filings, which are required when insiders trade company stock.
• Comparable companies would also have similar filings when their insiders trade shares.

Stakeholder Impact

• The sales could have a minor negative impact on shareholder sentiment, but the pre-arranged nature of the sales should mitigate concerns.

Key Dates

Keywords

insider trading, Form 4, 10b5-1 plan, Agilysys Inc, stock sale, Kaufman Descendants Trust, David N. Smith, Michael Kaufman