Form 4: DIRTT Director Scott Robinson Boosts Stake with DSU Grant

Sentiment:

Statement of Changes in Beneficial Ownership


DIRTT Environmental Solutions Director Scott L. Robinson was granted 50,222 Deferred Share Units, increasing his beneficial ownership to over 1 million units.

Summary

  • Scott L. Robinson, a Director of DIRTT Environmental Solutions Ltd. (DRTTF), was granted 50,222 Deferred Share Units (DSUs).
  • The transaction date for this grant was December 31, 2025.
  • Each DSU is the economic equivalent of one common share of DIRTT Environmental Solutions Ltd.
  • The price used to calculate the number of DSUs granted was C$0.90 per common share, which converts to approximately US$0.66 per DSU based on the Bank of Canada exchange rate of C$1.3693 = US$1.00 on December 30, 2025.
  • Following this transaction, Mr. Robinson beneficially owns 1,080,102 derivative securities (DSUs).
  • DSUs are granted under the company's Third Amended and Restated Long Term Incentive Plan and settle upon cessation of service and employment.
  • For US Directors, DSUs will settle no later than 40 days following the termination date, either in common shares or the cash equivalent.

Sentiment

Score: 7

Explanation: The grant of DSUs to a director is a positive signal for insider alignment and retention, as it ties the director's future compensation to the company's share performance. It's a routine compensation event but still reflects confidence and commitment.

Positives

  • Director Scott L. Robinson increased his beneficial ownership in DIRTT Environmental Solutions Ltd. by 50,222 Deferred Share Units, aligning his interests further with shareholders.
  • The grant is part of the company's long-term incentive plan, indicating ongoing commitment to executive compensation and retention.

Future Outlook

Deferred Share Units will settle following the cessation of service and employment with the Issuer. For US Directors, settlement will occur no later than forty days following the termination date, either in common shares or the cash equivalent.

Management Comments

  • Each deferred share unit ('DSU') was granted pursuant to the DIRTT Environmental Solutions Ltd. Third Amended and Restated Long Term Incentive Plan and is the economic equivalent of one common share.
  • All DSUs settle following the cessation of service and employment with the Issuer.

Industry Context

This filing is a routine insider transaction report, reflecting a director's compensation through a long-term incentive plan. It does not provide broader industry trends or competitive analysis.

Comparison to Industry Standards

  • NA

Corporate Governance

Change TypeDescriptionEffective DateImpact Assessment
Long Term Incentive PlanDeferred Share Units were granted pursuant to the DIRTT Environmental Solutions Ltd. Third Amended and Restated Long Term Incentive Plan.12/31/2025Reinforces long-term alignment of director's interests with shareholder value through equity-based compensation.

Stakeholder Impact

  • Shareholders: Increased alignment of a director's interests with shareholder value through equity-based compensation.
  • Employees: The long-term incentive plan helps retain key personnel, including directors.

Next Steps

  • DSUs will settle upon the cessation of service and employment with DIRTT Environmental Solutions Ltd.
  • For US Directors, settlement will occur no later than 40 days following the termination date.

Key Dates

DateDescription
12/30/2025Closing price of Issuer's Common Shares on the Toronto Stock Exchange (C$0.90) used for DSU calculation.
12/31/2025Transaction date for the grant of 50,222 Deferred Share Units to Director Scott L. Robinson.
01/05/2026Date the Form 4 was filed with the SEC.

Keywords

DIRTT Environmental Solutions, DRTTF, Form 4, Insider Transaction, Deferred Share Unit, DSU, Director, Beneficial Ownership, Executive Compensation, Long Term Incentive Plan

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