Gilmour Duncan 4

What Happened

• Gilmour Duncan, Chief Financial Officer, Treasurer and Secretary of InTest Corporation (INTT), was granted equity awards on March 16, 2026 totaling 21,256 shares: two restricted stock awards of 5,760 shares each and a derivative award of 9,736 shares. All were granted at $0 (i.e., awards, not purchases), so no cash was paid for the shares/options at grant.
• These awards are compensation grants (not open-market purchases or sales) and are intended to vest over future periods per the company’s 2023 Stock Incentive Plan.

Key Details

• Transaction date: 2026-03-16. Filing date: 2026-03-18 (report filed timely).
• Grants shown: 5,760 shares (restricted) + 5,760 shares (restricted) + 9,736 (derivative/option) = 21,256 total.
• Price: $0.00 per share (award/grant).
• Footnote summaries from the filing:
  • F1: Restricted shares granted under the 2023 Stock Incentive Plan; vest in four equal annual installments beginning March 16, 2027.
  • F2: Performance-based restricted shares granted under the Plan; vest in March 2029 if performance targets are met. The amount shown is the target; maximum possible vesting is 8,640 shares.
  • F3: Option granted under the Plan; vests in four equal annual installments beginning March 16, 2027.
• Shares owned after the transactions are not disclosed in the provided excerpt of the filing.
• Transaction exempt status: grants were made in a transaction exempt under Rule 16b-3 (typical for compensatory grants to insiders).

Context

• These are compensatory awards, not sales or open-market purchases; they generally reflect standard equity-based pay and will be subject to vesting and (for the performance shares) performance conditions before the insider can realize value.
• The derivative entry represents an equity award/option subject to time-based vesting (not a cashless exercise or immediate sale). Performance-based awards can result in fewer or more shares vesting depending on outcomes (the filing shows target and the stated maximum).