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

Signature
/s/ David H. Watson
Stock symbol
AGX
Transactions as of
Apr 16, 2024
Transactions value $
-$1,026,703
Form type
4
Date filed
4/18/2024, 05:40 PM
Previous filing
Oct 11, 2023
Next filing
Jun 17, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction AGX Common Stock Options Exercise $0 +1.98K +6.02% $0.00 34.8K Apr 16, 2024 Direct F1
transaction AGX Common Stock Options Exercise $0 +2.25K +6.47% $0.00 37.1K Apr 17, 2024 Direct F2
transaction AGX Common Stock Options Exercise $224K +5.37K +14.49% $41.68 42.4K Apr 17, 2024 Direct F3
transaction AGX Common Stock Options Exercise $0 +1.93K +4.55% $0.00 44.3K Apr 18, 2024 Direct F4

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
transaction AGX Time-Based Restricted Stock Units Options Exercise $0 -3.33K -15.15% $0.00 18.7K Apr 16, 2024 Common Stock 3.33K $0.00 Direct F1
transaction AGX Option to Purchase Common Stock Award $0 +3K +1.89% $0.00 162K Apr 16, 2024 Common Stock 3K $61.22 Direct F5
transaction AGX Performance-Based Restricted Stock Units Award $0 +4K +16% $0.00 29K Apr 16, 2024 Common Stock 4K $0.00 Direct F6
transaction AGX Performance-Based Restricted Stock Units Disposed to Issuer $0 -10K -34.48% $0.00 19K Apr 16, 2024 Common Stock 10K $0.00 Direct F7
transaction AGX Time-Based Restricted Stock Units Award $0 +10K +53.57% $0.00 28.7K Apr 16, 2024 Common Stock 10K $0.00 Direct F8
transaction AGX Earnings Per Share Performance-Based Restricted Stock Units Award $0 +8K +80% $0.00 18K Apr 16, 2024 Common Stock 8K $0.00 Direct F9
transaction AGX Time-Based Restricted Stock Units Disposed to Issuer $0 -4K -13.95% $0.00 24.7K Apr 17, 2024 Common Stock 4K $0.00 Direct F2
transaction AGX Option to Purchase Common Stock Options Exercise -$1.25M -30K -18.52% $41.68 132K Apr 17, 2024 Common Stock 30K $41.68 Direct F3
transaction AGX Time-Based Restricted Stock Units Options Exercise $0 -3.33K -13.51% $0.00 21.3K Apr 18, 2024 Common Stock 3.33K $0.00 Direct F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
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.
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.
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.
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.
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.
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.
F7 PBRSUs awarded on 4/16/2021 were forfeited due to failure to achieve the required TSR ranking.
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.
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.