Bryan Ganz - Mar 22, 2022 Form 4 Insider Report for Byrna Technologies Inc. (BYRN)

Role
President and CEO, Director
Signature
/s/ Lisa Klein Wager by Power of Attorney.
Stock symbol
BYRN
Transactions as of
Mar 22, 2022
Transactions value $
$54,193
Form type
4
Date filed
10/17/2023, 08:00 PM
Previous filing
Feb 22, 2022
Next filing
Jul 13, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction BYRN Common Stock Purchase $36.6K +12K +1.99% $3.05 615K Oct 13, 2023 Direct F1
transaction BYRN Common Stock Purchase $17.6K +5K +0.81% $3.51 620K Oct 16, 2023 Direct
transaction BYRN Common Stock Other $0 -1.3K -100% $0.00* 0 Dec 31, 2022 By the David Ganz Trust FBO Kathryn R. Ganz F2, F3
transaction BYRN Common Stock Other $0 -1.3K -100% $0.00* 0 Dec 31, 2022 By the David Ganz Trust FBO Madelyn Hyland F2, F3
holding BYRN Common Stock 478K Mar 22, 2022 By Northeast Industrial Partners LLC F3
holding BYRN Common Stock 3.8K Mar 22, 2022 By Li Zhang F4
holding BYRN Common Stock 70.8K Mar 22, 2022 By the Judith L. Ganz Trust VA 04-23-2015 F3

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 BYRN Restricted Stock Unit Disposed to Issuer $0 -450K -50% $0.00 450K Mar 23, 2022 Common Stock 450K Direct F5, F6
transaction BYRN Stock Option (right to buy) Award $0 +450K $0.00 450K Mar 23, 2022 Common Stock 450K $9.23 Direct F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The shares were purchased in multiple transactions at prices ranging from $2.98 to $3.10. The reported price of $3.0536 represents the volume weighted average price for the reported transaction. The reporting person undertakes to provide upon request by the SEC staff, the issuer or a security holder of the issuer, full information regarding the number of shares purchased at each separate price.
F2 The reporting person served as trustee of each trust, of which certain members of the reporting person's immediate family were beneficiaries. On December 31, 2022, the trusts distributed all shares of the issuer's common stock to the beneficiaries of the trusts. Prior to distribution, the reporting person disclaimed beneficial ownership of the securities held by the trusts except to the extent of his pecuniary interest therein.
F3 The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.
F4 Ms. Zhang was married to the reporting person on January 18, 2023. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.
F5 Each restricted stock unit represents the right to receive one share of common stock.
F6 The original grant of restricted stock units ("Units") consisted of 300,000 Units with a $20 20-day VWAP performance trigger, 300,000 Units with a $30 20-day VWAP performance trigger ("$30 Trigger"), and 300,000 Units with a $40 20-day VWAP performance trigger ("$40 Trigger"). The Reporting Person was required to remain in service to the Company through August 31, 2023 for any Units to vest. The Reporting Person agreed to an amendment of the original Restricted Stock Unit Agreement, approved by the Board, to provide for cancellation of half the Units, consisting of all Units with a $40 Trigger and 150,000 Units with a $30 Trigger, in exchange for a grant of an equal number of options as described herein.
F7 One third of the grant (the "Option Shares") will vest and become exercisable on 3/23/23 (the "Year Anniversary"); the balance of the Option Shares will vest in eight (8) quarterly, consecutive, and equal installments thereafter, beginning on the first calendar day of the fiscal quarter immediately following the Year Anniversary, until all Option Shares are fully vested.