4/A: Astronics Corp. CEO Peter Gundermann Reports Changes in Beneficial Ownership
SEC Form 4/A
Peter Gundermann, CEO of Astronics Corp., files an amended Form 4 detailing the disposition of shares to cover withholding taxes and correcting previously reported transaction details.
Summary
- Peter Gundermann, the President and CEO of Astronics Corp., filed an amended Form 4 with the SEC to report changes in his beneficial ownership of the company's stock.
- The filing corrects an administrative error in a previous Form 4, changing a reported acquisition of shares to a disposition.
- On March 18, 2025, 11,063 shares of common stock were acquired through the vesting of restricted stock units.
- Also on March 18, 2025, 4,133 shares were disposed of to satisfy withholding tax obligations at a price of $24.91 per share.
- The amendment also corrects the total amount of securities owned following the reported transaction.
- Gundermann directly owns 81,913.608 shares of $.01 PV Com Stk and 743,493 shares of $.01 PV CL B STK after the reported transactions.
- He also holds options for a significant number of shares at various exercise prices and expiration dates, as well as restricted stock units that vest based on Astronics Corp.'s average annual adjusted EBITDA over different periods.
Sentiment
Score: 6
Explanation: The document is a routine regulatory filing, so the sentiment is neutral. The amendment to correct an error is slightly negative, but overall, it's a standard disclosure.
Future Outlook
The vesting of restricted stock units in the future depends on Astronics Corp.'s average annual adjusted EBITDA performance over specified periods.
Industry Context
Form 4 filings are a routine part of corporate governance, providing transparency into the transactions of company insiders. This filing indicates the CEO's stock-based compensation and ownership stake in the company.
Comparison to Industry Standards
- Executive compensation packages often include stock options and restricted stock units to align management's interests with those of shareholders.
- Vesting schedules tied to EBITDA performance are a common practice to incentivize executives to achieve specific financial goals.
- Companies like TransDigm Group Incorporated and HEICO Corporation, which also operate in the aerospace industry, similarly use stock-based compensation as part of their executive pay packages.
Stakeholder Impact
- Shareholders are informed about the CEO's stock transactions and ownership stake.
- The vesting of restricted stock units based on EBITDA performance can incentivize management to improve company performance, potentially benefiting shareholders.
Key Dates
| Date | Description |
|---|---|
| 12/03/2016 | Date of options exercisable with an exercise price of $27.72 and an expiration date of 12/03/2025 |
| 12/14/2017 | Date of options exercisable with an exercise price of $31.76 and an expiration date of 12/14/2026 |
| 12/12/2018 | Date of options exercisable with an exercise price of $35.61 and an expiration date of 12/12/2027 |
| 12/13/2019 | Date of options exercisable with an exercise price of $31.57 and an expiration date of 12/13/2028 |
| 12/09/2020 | Date of options exercisable with an exercise price of $30.04 and an expiration date of 12/09/2029 |
| 01/22/2022 | Date of options exercisable with an exercise price of $14.45 and an expiration date of 01/22/2031 |
| 12/09/2022 | Date of options exercisable with an exercise price of $11.13 and an expiration date of 12/09/2031 |
| 01/01/2023 | Start date for the period used to determine vesting of restricted stock units, ending December 31, 2025 |
| 12/16/2023 | Date of options exercisable with an exercise price of $9.74 and an expiration date of 12/16/2032 |
| 01/01/2024 | Start date for the period used to determine vesting of restricted stock units, ending December 31, 2026 |
| 12/07/2024 | Date of options exercisable with an exercise price of $15.15 and an expiration date of 12/07/2033 |
| 01/01/2025 | Start date for the period used to determine vesting of restricted stock units, ending December 31, 2027 |
| 02/24/2025 | Date that 75% of the target number of restricted stock units vested, based on Astronics Corp.'s average annual adjusted EBITDA for the period January 1, 2022December 31, 2024. |
| 03/18/2025 | Date of the reported transactions: acquisition of 11,063 shares and disposition of 4,133 shares. |
| 03/20/2025 | Date of the original Form 4 filing, which is being amended. |
| 04/03/2025 | Date of the amended Form 4/A filing. |
| 12/05/2025 | Date of options exercisable with an exercise price of $16.55 and an expiration date of 12/05/2034 |
| 12/03/2025 | Expiration date for options exercisable from 12/03/2016 with an exercise price of $27.72 |
| 02/23/2026 | Date that between 75% and 115% of the target number of restricted stock units may vest, with the vesting percentage determined based on actual performance for the period January 1, 2023December 31, 2025. |
| 12/14/2026 | Expiration date for options exercisable from 12/14/2017 with an exercise price of $31.76 |
| 02/23/2027 | Date that between 50% and 150% of the target number of restricted stock units may vest, with the vesting percentage determined based on actual performance for the period January 1, 2024December 31, 2026. |
| 12/12/2027 | Expiration date for options exercisable from 12/12/2018 with an exercise price of $35.61 |
| 02/27/2028 | Date that between 50% and 150% of the target number of restricted stock units may vest, with the vesting percentage determined based on actual performance for the period January 1, 2025December 31, 2027. |
| 12/13/2028 | Expiration date for options exercisable from 12/13/2019 with an exercise price of $31.57 |
| 12/09/2029 | Expiration date for options exercisable from 12/09/2020 with an exercise price of $30.04 |
| 01/22/2031 | Expiration date for options exercisable from 01/22/2022 with an exercise price of $14.45 |
| 12/09/2031 | Expiration date for options exercisable from 12/09/2022 with an exercise price of $11.13 |
| 12/16/2032 | Expiration date for options exercisable from 12/16/2023 with an exercise price of $9.74 |
| 12/07/2033 | Expiration date for options exercisable from 12/07/2024 with an exercise price of $15.15 |
| 12/05/2034 | Expiration date for options exercisable from 12/05/2025 with an exercise price of $16.55 |
Keywords
Form 4, Beneficial Ownership, Astronics Corp, ATRO, Peter Gundermann, SEC Filing, Stock Options, Restricted Stock Units, EBITDA, Disposition
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