Bryan Ganz - 17 May 2024 Form 4 Insider Report for Byrna Technologies Inc. (BYRN)

Signature
/s/ Lisa Klein Wager by Power of Attorney
Issuer symbol
BYRN
Transactions as of
17 May 2024
Net transactions value
$0
Form type
4
Filing time
15 Jul 2025, 20:00:20 UTC
Previous filing
14 Mar 2024
Next filing
06 Sep 2024

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Ganz Bryan President and CEO, Director 100 BURTT ROAD, SUITE 115, ANDOVER /s/ Lisa Klein Wager by Power of Attorney 15 Jul 2025 0001318455

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 Units Gift $0 -55,000 -9.2% $0.000000 545,000 17 May 2024 Common Stock 55,000 Direct F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each restricted stock unit ("RSU") represents a contingent right to receive one share of the common stock of Byrna Technologies Inc. (the "Issuer").
F2 Pursuant to the terms of an employment agreement effective 9/1/2023 (the "Agreement") and filed with the Issuer's Form 8-K on 9/18/2023, the vesting of the RSUs is subject to a double trigger of performance and time: (i) the performance hurdle for 1/3 of the RSUs will be met when the Issuer's common stock trades above $6.00 on a 20-day volume weighted average closing price ("VWAP"); (ii) the performance hurdle for 1/3 of the RSUs will be met when the Issuer's common stock trades above $9.00 on a 20-day VWAP; (iii) the performance hurdle for the final 1/3 of the will be met when the Issuer's common stock trades above $12 on a 20-VWAP; and (iv) subject to specific modifications detailed in the Agreement for a termination through a Qualified Retirement (as defined therein), without cause, by resignation, by virtue of death or disability, or through a Change in Control, the reporting person must remain employed by the Issuer until 8/31/2026.
F3 By agreements dated May 17, 2024 the reporting person, with the consent of the Compensation Committee of the Issuer's Board of Directors and consistent with the terms of the Issuer's equity incentive plan, assigned 55,000 of the RSUs (the "Assigned Units") to certain officers of the Issuer as a bona fide gift. The assignments did not alter any of the conditions of vesting, including the performance triggers or the requirement that, subject to specific modifications noted in note 2 above, that the reporting person remain employed through August 31, 2026. In the event that the applicable assignee ceases to be employed by the Issuer prior to such date, ownership of the Assigned Units will revert to the reporting person.