11/04/2025 | Press release | Distributed by Public on 11/04/2025 17:04
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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) | ||
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1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) |
4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Brooks Cameron 17800 NORTH 85TH STREET SCOTTSDALE, AZ 85255 |
CHIEF REVENUE OFFICER | |||
| /s/ Cameron Brooks by Isaiah Fields, Attorney-in-Fact | 11/04/2025 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| (1) | The transaction consists of performance-based restricted stock units (collectively, "XSUs") granted on April 1, 2024 pursuant to the Axon Enterprise, Inc. 2024 eXponential Stock Plan, for which the performance conditions for the first and second tranches of XSUs (each, a "Tranche") were certified by the issuer's Compensation Committee of the Board of Directors on August 28, 2025 as having been met. The first Tranche vested on October 1, 2025 and the second Tranche will vest on April 1, 2026, in each case subject to continued employment through such dates. Following each vesting, the shares deliverable for each Tranche is subject to a minimum holding period until the earlier of (i) December 31, 2030 and (ii) the date on which a subsequent tranche of XSUs vests, excluding shares withheld or sold to cover applicable taxes. |
| (2) | Securities disposed represent securities withheld to settle the reporting person's tax liability arising out of the vesting of the first Tranche. |
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Remarks: This Form 4 reports transactions relating to the first and second Tranches of the reporting person's Axon Enterprise, Inc. 2024 eXponential Stock Plan award. The performance conditions applicable to these Tranches were certified by the Compensation Committee of the issuer's Board of Directors on August 28, 2025 as having been met. Due to an administrative error, the issuer is filing this Form 4 late. The vest date for the first Tranche was October 1, 2025, and such shares were released to the reporting person on October 31, 2025, consistent with the award's terms. |
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