11/04/2026 | Press release | Distributed by Public on 11/04/2026 17:56
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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 | ||||||||
| Performance Right | (3) | 11/02/2026 | A | 62,928 | (3) | (3) | Common Stock | 62,928 | $ 0 | 62,928 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Honroth Eric 14 PLAZA DRIVE LATHAM, NY 12110 |
X | President and CEO | ||
| /s/ Lawrence T. Weiss, as Attorney in Fact | 11/04/2026 | |
| **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 acquisition of 62,928 shares of common stock ("Common Stock") of AngioDynamics, Inc. (the "Company") represents 62,928 restricted stock units, each of which represents a contingent right to receive one share of Common Stock. These restricted stock units vest in four equal annual installments consistent with awards granted to other executive officers of the Company and beginning on July 15, 2027, such that 25% of the restricted stock units will vest on each of July 15, 2027, 2028, 2029 and 2030, subject to the Reporting Person's continued employment through each applicable vesting date. |
| (2) | The acquisition of 38,265 shares of Common Stock represents 38,265 restricted stock units granted to replace equity compensation the Reporting Person forfeited at his prior employer, each of which represents a contingent right to receive one share of Common Stock. These restricted stock units vest in two equal annual installments, such that 50% of the restricted stock units will vest on each of November 2, 2027 and November 2, 2028, subject to the Reporting Person's continued employment through each vesting date. |
| (3) | Each performance right represents a contingent right to receive one share of Common Stock. The target number of shares of Common Stock is set forth in columns 5 and 7 of Table II. Between 0% and 200% of the target number will be earned, if at all, based on a combination of the Company's revenue, adjusted EBITDA, and total shareholder return ("TSR") relative to a peer group of companies over a three-year performance period (with a potential upward or downward 20% adjustment on the calculated achievement to the extent relative TSR over the three-year performance period exceeds the 75th percentile or is below the 25th percentile (for a total potential payout of up to 240% of the target number in the aggregate)) in accordance with performance metrics determined by the compensation committee. Any shares that do not vest at the end of the performance period will be forfeited. |