Form 4: Former CFO Buys DUOT Stock, Vesting Set for 2028

Adrian Goldfarb, former CFO of Duos Technologies Group, Inc., acquired 715 shares of common stock through an employee plan, with a significant portion of his holdings vesting in 2028.

Summary

• Adrian Goldfarb, former CFO of Duos Technologies Group, Inc. (DUOT), acquired 715 shares of common stock on December 31, 2025.
• The shares were purchased at $6.171 each through the Duos Technologies Group, Inc. Employee Stock Purchase Plan (ESPP), representing 85% of the closing price on the relevant measurement date.
• Following this transaction, Mr. Goldfarb beneficially owns 3,981 shares directly and an additional 441,275 shares directly.
• The 441,275 shares were granted pursuant to the Issuer's 2021 Equity Incentive Plan, as amended, and are subject to a three-year cliff vesting period, with full vesting on January 1, 2028.
• Mr. Goldfarb retired as CFO effective November 15, 2025.

Sentiment

Score: 6

Explanation: The filing reports an insider purchase, which is generally a positive signal, but it's from a former CFO and the amount is relatively small compared to his total holdings. The significant unvested shares also add a layer of complexity, tying a former executive's interest to future performance.

Positives

• The former CFO's acquisition of 715 shares through the ESPP indicates continued belief in the company's value, even after his retirement.
• The Employee Stock Purchase Plan (ESPP) allows participants to purchase shares at a discount (85% of closing price), which is a benefit for employees and aligns their interests with the company's performance.

Risks

• The 441,275 shares beneficially owned by the former CFO are subject to a three-year cliff vesting period, meaning full ownership is contingent on the vesting date of January 1, 2028, introducing a time-based risk to the realization of their full value.

Future Outlook

This Form 4 primarily reports past insider transactions and current beneficial ownership, including a future vesting date for a significant block of shares. It does not provide a general future outlook or guidance for the company's performance.

Management Comments

• Mr. Goldfarb retired as CFO of the Issuer effective November 15, 2025.

Industry Context

This Form 4 filing is specific to an individual insider's transactions and does not provide broader industry context or trends. It reflects standard practices for executive compensation and employee stock plans within publicly traded companies.

Management Changes

Corporate Governance

Related Party Transactions

• The acquisition of 715 shares through the Employee Stock Purchase Plan (ESPP) and the beneficial ownership of 441,275 shares from the 2021 Equity Incentive Plan represent transactions with a related party (former CFO) under standard compensation and benefit programs.

Stakeholder Impact

• Shareholders: The insider purchase by a former CFO could be interpreted as a positive signal regarding the company's future prospects. The significant unvested shares held by the former executive tie his financial interest to the company's long-term performance.
• Employees: The existence of an Employee Stock Purchase Plan (ESPP) and an Equity Incentive Plan demonstrates mechanisms for employee ownership and incentivization, potentially boosting morale and aligning employee interests with company success.

Next Steps

• Vesting of 441,275 shares on January 1, 2028, under the 2021 Equity Incentive Plan.

Key Dates

Keywords

DUOS Technologies Group, DUOT, Form 4, Insider Transaction, Stock Purchase, Employee Stock Purchase Plan, ESPP, Equity Incentive Plan, CFO, Adrian Goldfarb