Harte Hanks Inc.

06/05/2026 | Press release | Distributed by Public on 06/05/2026 08:54

Statement of Changes in Beneficial Ownership (Form 4)

FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
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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OMB Number: 3235-0287
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Fisher David Scott
2. Issuer Name and Ticker or Trading Symbol
HARTE HANKS INC [HHS]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
President
(Last) (First) (Middle)
1 EXECUTIVE DR
3. Date of Earliest Transaction (Month/Day/Year)
06/02/2026
(Street)
CHELMSFORD, MA 01824
4. If Amendment, Date Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock - Restricted Stock Units 06/02/2026 J 18,790(1) D $2.62 61,210 I Shares held by Harte Hanks until vested
Common Stock - Restricted Stock Units 06/02/2026 F 7,876(2) D $2.62 53,334 I Shares held by Harte Hanks until vested
Common Stock 06/02/2026 J 18,790(1) A $2.62 18,790 D
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)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Option to buy Common Shares $5.34 01/27/2026(3) 01/27/2035 Common Stock 32,400(4) 32,400 I Shares held by Harte Hanks
Option to buy Common Shares $4.55 06/02/2026(5) 06/02/2035 Common Stock 32,400(6) 32,400 I Shares held by Harte Hanks
Option to buy Common Shares $7.74 01/29/2025(7) 01/29/2034 Common Stock 32,300(8) 32,300 I Shares held by Harte Hanks

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Fisher David Scott
1 EXECUTIVE DR
CHELMSFORD, MA 01824
President

Signatures

David A Garrison for David Scott Fisher 06/04/2026
**Signature of Reporting Person Date

Explanation of Responses:

* 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) RSU shares vested and converted from indirect owned non-derivatives to direct owned non-derivative shares.
(2) Represents shares withheld to offset the reporting person's tax obligations upon vesting of RSU's.
(3) The first of three tranches, 10,800 shares, vested on January 27, 2026.
(4) Award No 50105. The participant was granted 32,400 NQ stock options on January 27, 2025 under the Harte Hanks, Inc. 2023 Inducement Equity Incentive Plan. The options vest and become exercisable as to 1/3rd of the underlying shares on each of the first three anniversaries of January 27, 2025.
(5) The first of three tranches, 10,800 shares, vested on June 2, 2026.
(6) Award No 50106. The participant was granted 32,400 NQ stock options on June 2, 2025 under the Harte Hanks, Inc. 2023 Inducement Equity Incentive Plan. The options vest and become exercisable as to 1/3rd of the underlying shares on each of the first three anniversaries of June 2, 2025.
(7) The first two of three tranches, totaling 21,533 shares, vested on January 29, 2025 and 2026.
(8) Award No 50102. The participant was granted 32,300 NQ stock options on January 29, 2024 under the Harte Hanks, Inc. 2023 Inducement Equity Incentive Plan. The options vest and become exercisable as to 1/3rd of the underlying shares on each of the first three anniversaries of January 29, 2024.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
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