Form 4: PRO DEX CFO Alisha Charlton's Stock Transactions

PRO DEX CFO Alisha Charlton reported the forfeiture of 72 shares for tax purposes and the grant of 1,000 restricted shares under the company's equity incentive plan.

Summary

• Alisha Charlton, Chief Financial Officer of PRO DEX INC, reported transactions on November 20, 2025.
• Forfeited 72 shares of common stock at a price of $30.83 per share to cover payroll taxes related to the vesting of 200 restricted shares granted on November 20, 2024.
• Acquired 1,000 restricted shares of common stock at a price of $0 per share under the Issuer's 2016 Equity Incentive Plan.
• These 1,000 restricted shares will vest in equal installments over five years, contingent on continued service.
• Following these transactions, Alisha Charlton directly beneficially owns 17,267 shares of common stock.

Sentiment

Score: 6

Explanation: The filing reports a routine executive compensation event. The grant of 1,000 restricted shares is a positive for aligning management incentives, while the forfeiture of 72 shares for tax purposes is a standard, neutral event. Overall, it indicates ongoing executive compensation practices.

Positives

• The grant of 1,000 restricted shares aligns the CFO's interests with long-term shareholder value.
• The equity incentive plan encourages retention of key management personnel.

Negatives

• Forfeiture of 72 shares, though for tax purposes, represents a reduction in direct ownership.

Future Outlook

The 1,000 restricted shares granted on November 20, 2025, will vest in equal installments over the next five years, subject to the CFO's continued service.

Industry Context

Equity incentive plans and restricted stock grants are common practices in publicly traded companies to attract, retain, and motivate executives, aligning their interests with long-term company performance.

Comparison to Industry Standards

• Equity compensation, including restricted stock units (RSUs) and performance share units (PSUs), is a standard component of executive compensation packages across various industries.
• The five-year vesting schedule for the granted restricted shares is a common practice designed to promote long-term retention and performance.
• Specific comparable companies or projects are not detailed in this filing, but such plans are typical for companies like Apple, Microsoft, or smaller public entities, varying in size and specific metrics.

Corporate Governance

Related Party Transactions

• The transactions involve an executive (CFO) and the company, which are considered related party transactions in the context of insider reporting.

Stakeholder Impact

• Shareholders: Minor dilution from the issuance of new shares, but also potential benefit from improved executive alignment and retention.
• Employees: The equity incentive plan demonstrates a commitment to executive compensation, which can indirectly influence broader employee morale and retention strategies.

Next Steps

• The 1,000 restricted shares will vest in equal installments over the next five years.

Key Dates

Keywords

PRO DEX INC, PDEX, Alisha Charlton, Chief Financial Officer, CFO, SEC filing, Form 4, insider trading, beneficial ownership, restricted stock, equity incentive plan, stock grant, share forfeiture