Form 4: Astronics Corp Executive VP Mark Peabody Reports Changes in Beneficial Ownership
SEC Form 4 Filing
Mark Peabody, Executive VP & President-Aerospace at Astronics Corp, reports acquisition and disposal of common stock and restricted stock units, along with holdings of derivative securities.
Summary
- Mark Peabody, an Executive VP & President-Aerospace at Astronics Corp, filed a Form 4 detailing changes in beneficial ownership.
- On March 18, 2025, Peabody acquired 8,850 shares of $.01 PV Com Stk at $24.91 and disposed of 3,306 shares to cover withholding taxes.
- Following these transactions, Peabody directly owns 47,756.731 shares of $.01 PV Com Stk and 183,994 shares of $.01 PV CL B STK.
- The report also details Peabody's holdings in various options with exercise prices ranging from $9.74 to $35.61 and expiration dates between 2025 and 2033.
- Additionally, Peabody holds restricted stock units (RSUs) that vest based on Astronics Corp's average annual adjusted EBITDA over different performance periods.
- The vesting percentages for these RSUs range from 50% to 150% of the target number of units, depending on actual performance.
Sentiment
Score: 6
Explanation: The sentiment is neutral. The filing primarily reports transactions related to executive compensation. The acquisition of shares is a mildly positive signal, while the disposal for tax purposes is neutral.
Positives
- The acquisition of 8,850 shares by a company executive could be interpreted as a positive signal about the company's future prospects.
Negatives
- The disposal of 3,306 shares to cover withholding taxes could be seen as a minor negative, although it's a common practice.
Risks
- The vesting of restricted stock units is contingent on Astronics Corp's average annual adjusted EBITDA, introducing performance-based risk.
- Fluctuations in the company's financial performance could impact the value of these RSUs.
Future Outlook
The vesting of restricted stock units depends on Astronics Corp's future financial performance, specifically its average annual adjusted EBITDA over different performance periods. The actual number of units that vest will be determined based on the company's performance against pre-defined targets.
Industry Context
Executive compensation and insider trading activity are closely monitored in the aerospace industry to ensure alignment of management interests with shareholder value. Form 4 filings provide transparency into these activities.
Comparison to Industry Standards
- Executive compensation packages in the aerospace industry often include a mix of salary, stock options, and restricted stock units.
- Companies like Boeing, Airbus, and Lockheed Martin also use performance-based metrics, such as EBITDA or revenue growth, to determine the vesting of equity awards.
- The vesting percentages and performance periods outlined in this filing appear to be within the typical range for executive compensation in the industry.
Stakeholder Impact
- The reported transactions may have a minor impact on shareholders, as they provide insight into executive compensation and ownership.
- The vesting of restricted stock units based on EBITDA performance aligns management's interests with the company's financial success.
Key Dates
| Date | Description |
|---|---|
| 12/03/2016 | Date of options exercisable expiring 12/03/2025 with exercise price of $27.72 |
| 12/14/2017 | Date of options exercisable expiring 12/14/2026 with exercise price of $31.76 |
| 12/12/2018 | Date of options exercisable expiring 12/12/2027 with exercise price of $35.61 |
| 12/13/2019 | Date of options exercisable expiring 12/13/2028 with exercise price of $31.57 |
| 12/09/2020 | Date of options exercisable expiring 12/09/2029 with exercise price of $30.04 |
| 01/22/2022 | Date of options exercisable expiring 01/22/2031 with exercise price of $14.45 |
| 12/09/2022 | Date of options exercisable expiring 12/09/2031 with exercise price of $11.13 |
| 12/16/2023 | Date of options exercisable expiring 12/16/2032 with exercise price of $9.74 |
| 01/01/2024 | Start date for the period used to determine vesting of certain restricted stock units, ending December 31, 2026. |
| 12/07/2024 | Date of options exercisable expiring 12/07/2033 with exercise price of $15.15 |
| 01/01/2022 | Start date for the period used to determine vesting of certain restricted stock units, ending December 31, 2024. |
| 02/24/2025 | Date that 75% of the target number of restricted stock units vested, based on performance from January 1, 2022 to December 31, 2024. |
| 03/18/2025 | Date of the reported transactions: acquisition and disposal of common stock and grant of restricted stock units. |
| 01/01/2025 | Start date for the period used to determine vesting of certain restricted stock units, ending December 31, 2027. |
| 02/23/2026 | Date on which between 75% and 115% of the target number of restricted stock units may vest, based on performance from January 1, 2023 to December 31, 2025. |
| 02/22/2027 | Date on which between 50% and 150% of the target number of restricted stock units may vest, based on performance from January 1, 2024 to December 31, 2026. |
| 02/27/2028 | Date on which between 50% and 150% of the target number of restricted stock units may vest, based on performance from January 1, 2025 to December 31, 2027. |
Keywords
Astronics Corp, Mark Peabody, beneficial ownership, Form 4, restricted stock units, options, EBITDA, executive compensation, insider trading
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