David H. Watson - 16 Apr 2024 Form 4 Insider Report for ARGAN INC (AGX)

Reporting relationship: PRESIDENT AND CEO, Director
Issuer ticker: AGX
Reported as of: 16 Apr 2024
Net transaction value: -$1,026,703
SEC form: 4
Accepted by SEC: 18 Apr 2024, 17:40:41 UTC
Prior SEC filing: 11 Oct 2023
Next SEC filing: 17 Jun 2024
Source filing: View source filing
Reporting owner signature: /s/ David H. Watson

Filing notes and source

Key filing fact

David H. Watson filed Form 4 for ARGAN INC (AGX) on 18 Apr 2024.

Key facts

This page summarizes David H. Watson's Form 4 filing for ARGAN INC (AGX).
13 reported transactions and 9 derivative rows are listed below.
Accepted by SEC: 18 Apr 2024, 17:40.

Change

Previous filing in this sequence was filed on 11 Oct 2023.
Current net transaction value: -$1,026,703.

Research use

This tells you what this filing adds before you inspect full transaction and derivative tables.
You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

AGX transaction

Common Stock

Options Exercise

Transaction value: $0
Shares: +1,975
Change %: +6%
Price: $0.000000
Shares after: 34,799
Date: 16 Apr 2024
Ownership: Direct
Footnotes: F1

AGX transaction

Common Stock

Options Exercise

Transaction value: $0
Shares: +2,253
Change %: +6.5%
Price: $0.000000
Shares after: 37,052
Date: 17 Apr 2024
Ownership: Direct
Footnotes: F2

AGX transaction

Common Stock

Options Exercise

Transaction value: $223,697
Shares: +5,367
Change %: +14%
Price: $41.68
Shares after: 42,419
Date: 17 Apr 2024
Ownership: Direct
Footnotes: F3

AGX transaction

Common Stock

Options Exercise

Transaction value: $0
Shares: +1,929
Change %: +4.5%
Price: $0.000000
Shares after: 44,348
Date: 18 Apr 2024
Ownership: Direct
Footnotes: F4

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

AGX transaction Derivative

Time-Based Restricted Stock Units

Options Exercise

Transaction value: $0
Shares: -3,334
Change %: -15%
Price: $0.000000
Shares after: 18,667
Date: 16 Apr 2024
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 3,334
Exercise price: $0.000000
Footnotes: F1

AGX transaction Derivative

Option to Purchase Common Stock

Award

Transaction value: $0
Shares: +3,000
Change %: +1.9%
Price: $0.000000
Shares after: 162,000
Date: 16 Apr 2024
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 3,000
Exercise price: $61.22
Footnotes: F5

AGX transaction Derivative

Performance-Based Restricted Stock Units

Award

Transaction value: $0
Shares: +4,000
Change %: +16%
Price: $0.000000
Shares after: 29,000
Date: 16 Apr 2024
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 4,000
Exercise price: $0.000000
Footnotes: F6

AGX transaction Derivative

Performance-Based Restricted Stock Units

Disposed to Issuer

Transaction value: $0
Shares: -10,000
Change %: -34%
Price: $0.000000
Shares after: 19,000
Date: 16 Apr 2024
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 10,000
Exercise price: $0.000000
Footnotes: F7

AGX transaction Derivative

Time-Based Restricted Stock Units

Award

Transaction value: $0
Shares: +10,000
Change %: +54%
Price: $0.000000
Shares after: 28,667
Date: 16 Apr 2024
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 10,000
Exercise price: $0.000000
Footnotes: F8

AGX transaction Derivative

Earnings Per Share Performance-Based Restricted Stock Units

Award

Transaction value: $0
Shares: +8,000
Change %: +80%
Price: $0.000000
Shares after: 18,000
Date: 16 Apr 2024
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 8,000
Exercise price: $0.000000
Footnotes: F9

AGX transaction Derivative

Time-Based Restricted Stock Units

Disposed to Issuer

Transaction value: $0
Shares: -4,000
Change %: -14%
Price: $0.000000
Shares after: 24,667
Date: 17 Apr 2024
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 4,000
Exercise price: $0.000000
Footnotes: F2

AGX transaction Derivative

Option to Purchase Common Stock

Options Exercise

Transaction value: $1,250,400
Shares: -30,000
Change %: -19%
Price: $41.68
Shares after: 132,000
Date: 17 Apr 2024
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 30,000
Exercise price: $41.68
Footnotes: F3

AGX transaction Derivative

Time-Based Restricted Stock Units

Options Exercise

Transaction value: $0
Shares: -3,333
Change %: -14%
Price: $0.000000
Shares after: 21,334
Date: 18 Apr 2024
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 3,333
Exercise price: $0.000000
Footnotes: F4

^* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 9 footnotes

Footnote F1

Pursuant to the three-year vesting schedule of the Time-Based Restricted Stock Unit ("TRSU") awarded to the Reporting Person on April 16, 2021, 3,334 shares of Common Stock became issuable to the Reporting Person on April 16, 2024.

Footnote F2

Pursuant to the three-year vesting schedule of the TRSU awarded to the Reporting Person on April 17, 2023, 4,000 shares of Common Stock became issuable to the Reporting Person on April 17, 2024.

Footnote F3

On April 17, 2024, the Reporting Person exercised his option awarded on June 23, 2016 to purchase 30,000 shares of the Issuer's common stock at a price of $41.68 per share.

Footnote F4

Pursuant to the three-year vesting schedule of the TRSU awarded to the reporting person on April 18, 2022, 3,333 shares of the Common Stock became issuable to the Reporting Person on April 18, 2024.

Footnote F5

On April 16, 2024 the Reporting Person received 10-year options to purchase 3,000 shares of the Issuer's common stock with an exercise price of $61.22 per share. The options will vest ratably over three years on each anniversary of the grant date starting on 4/16/2025.

Footnote F6

On April 16, 2024, the Reporting Person was granted Performance-Based Restricted Stock Units (the "PBRSUs") in the target number of 4,000 shares (the "Target"), the vesting of which is subject to the rank of the Total Stock Return ("TSR") of the Issuer's common stock over a three-year period, as determined by the Issuer's Board of Directors, to the comparable TSRs of 12 peer public companies to be disclosed in the Issuer's 2024 Proxy Statement. Each PBRSU represents a contingent right to receive one share of the Issuer's common stock. The payout ratio of the Target, ranging from 0% to 200%, will depend on the degree of achievement of the TSR ranking. The determination of the number of shares of common stock to be issued shall occur at the end of the three-year performance period.

Footnote F7

PBRSUs awarded on 4/16/2021 were forfeited due to failure to achieve the required TSR ranking.

Footnote F8

On April 16, 2024 the Reporting Person was granted TRSUs covering 10,000 shares of common stock. The TRSUs will vest in equal installments on each of the next three anniversaries of the grant date starting on 4/16/2025.

Footnote F9

On April 16, 2024, the Reporting Person was granted Earnings Per Share Performance-Based Restricted Stock Units ("EPSRSUs") in the target number of 8,000 shares, the vesting of which is subject to the sum of Earnings Per Share ("EPS") for fiscal years ending January 31, 2025, 2026 and 2027 compared to target compounded growth EPS amounts based on the sum of EPS for the fiscal years ended January 31, 2022, 2023 and 2024. The pay-out ratio of the Target, ranging from 0% to 200%, will depend on the degree of achievement of the EPS ranking at the end of the three-year performance period.