Sally A. Washlow - 19 Nov 2025 Form 4 Insider Report for ORION ENERGY SYSTEMS, INC. (OESX)

Role: Chief Executive Officer, Director
Signature: /s/ Steven R. Barth, Attorney-in-Fact for Sally A. Washlow
Issuer symbol: OESX
Transactions as of: 19 Nov 2025
Transactions value $: $299,922
Form type: 4
Filing time: 21 Nov 2025, 16:09:48 UTC
Previous filing: 08 Aug 2025
SEC: View on sec.gov

Reporting Owners (1)

Name	Relationship	Address	Signature	Signature date	CIK
Washlow Sally A.	Chief Executive Officer, Director	2210 WOODLAND DRIVE, MANITOWOC	/s/ Steven R. Barth, Attorney-in-Fact for Sally A. Washlow	21 Nov 2025	0001498395

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	OESX	Common Stock	Purchase	$300K	+21.2K	+83.47%	$14.17	46.5K	19 Nov 2025	Direct	F1
holding	OESX	Common Stock						100	19 Nov 2025	By Spouse	F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
holding	OESX	Stock Options (right to buy)						50K	19 Nov 2025	Common Stock	50K	$6.00	Direct	F3, F4

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	On August 22, 2025, the issuer effected a 1-for-10 reverse stock split of the issued and outstanding shares of its common stock. Upon effectiveness of the reverse stock split, every 10 shares of common stock was automatically converted into one share of common stock, resulting in the reporting person's beneficial ownership of 228,222 less shares of common stock held directly.
F2	On August 22, 2025, the issuer effected a 1-for-10 reverse stock split of the issued and outstanding shares of its common stock. Upon effectiveness of the reverse stock split, every 10 shares of common stock was automatically converted into one share of common stock, resulting in the reporting person's beneficial ownership of 900 less shares of common stock held indirectly by her spouse.
F3	This option becomes exercisable as follows: (i) the portion of the stock option exercisable for one-half of the option shares (25,000 shares) will vest in three equal increments on each of the first three anniversaries of the grant date, provided Ms. Washlow remains in Orion Energy Systems, Inc.'s employment until the applicable vesting date, and (ii) the second one-half of the grant (25,000 shares) will vest, if at all, in three equal increments if the average closing sale price of Orion Energy Systems, Inc.'s common stock, for five consecutive trading days during the three calendar years immediately following the date of the grant, equals or exceeds $30.00, $40.00 and $50.00, respectively, provided Ms. Washlow remains in Orion Energy Systems, Inc.'s employment until the applicable vesting date.
F4	On August 22, 2025, the issuer effected a 1-for-10 reverse stock split of the issued and outstanding shares of its common stock. Upon effectiveness of the reverse stock split, every 10 shares of common stock was automatically converted into one share of common stock, and the number of shares subject to the reporting person's option was divided by 10, such that the option is exercisable for 450,000 less shares of common stock. Additionally, proportionate equitable adjustments were made to the exercise price of the option and the vesting requirements for the performance-vesting portion of the option.