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INTEST CORP·4

Mar 18, 5:04 PM ET

Rogoff Richard B. 4

4 · INTEST CORP · Filed Mar 18, 2026

Research Summary

AI-generated summary of this filing

Updated

InTest (INTT) Div. President Richard Rogoff Receives Awards & Vests RSUs

What Happened

  • Richard B. Rogoff, Divisional President, Environmental Technology, received several equity awards on March 16, 2026 (awards/grants at $0.00) and had 1,010 restricted stock units (RSUs) vest on March 17, 2026. The vested RSUs converted one-for-one into 1,010 shares. To cover withholding taxes, 253 shares were surrendered/disposed at $14.46 per share for a withholding amount of $3,658.
  • Grants recorded on March 16 include awards of 2,304 shares, another 2,304 shares, and 3,895 derivative awards (all reported as acquired at $0.00). The March 17 entries show conversion/vesting of 1,010 RSUs and the related 253-share tax withholding disposition.

Key Details

  • Transaction dates: Grants on 2026-03-16; RSU vesting/conversion and tax withholding on 2026-03-17. Filing date: 2026-03-18.
  • Prices/values: Awards granted at $0.00 (standard equity awards). 253 shares withheld at $14.46 each = $3,658 withheld for taxes.
  • Shares owned after transaction: Not specified in the provided excerpt of the filing.
  • Notable footnotes from the filing:
    • Awards are granted under the InTest Corporation 2023 Stock Incentive Plan and are exempt under Rule 16b-3.
    • Some restricted shares vest in four equal annual installments beginning March 16, 2027 (time-based) and some are performance-based with vesting dependent on criteria (target and maximum amounts noted).
    • 1,010 RSUs converted to common stock on a one-for-one basis; remaining RSUs vest in equal annual installments through 2029.
    • 253 shares were withheld to satisfy tax obligations on RSU vesting.
  • Filing timeliness: Form filed on 2026-03-18 reporting transactions from 3/16–3/17 (no late-filing flag shown in the provided data).

Context

  • This report mainly reflects compensation-related awards and scheduled RSU vesting rather than open-market buying or selling. The 253-share disposition was a tax-withholding event (common on vesting) rather than an investment-sale decision.
  • Grants and vesting under company plans are routine executive compensation events and do not, by themselves, indicate insider sentiment about the stock price.

Insider Transaction Report

Form 4
Period: 2026-03-16
INTEST CORPINTT
Rogoff Richard B.
Div. President, Envir. Tech.
Transactions
  • Award

    Common Stock

    [F1]
    2026-03-16+2,304→ 9,091 total
  • Award

    Common Stock

    [F2]
    2026-03-16+2,304→ 11,395 total
  • Exercise/Conversion

    Common Stock

    [F3]
    2026-03-17+1,010→ 12,405 total
  • Tax Payment

    Common Stock

    [F4]
    2026-03-17$14.46/sh−253$3,658→ 12,152 total
  • Exercise/Conversion

    Restricted Stock Units

    [F3]
    2026-03-17−1,010→ 3,030 total
    Exercise: $0.00→ Common Stock (1,010 underlying)
  • Award

    Stock Option (Right to Buy)

    [F5]
    2026-03-16+3,895→ 3,895 total
    Exercise: $14.47Exp: 2036-03-15→ Common Stock (3,895 underlying)
Holdings

  • Stock Option (Right to Buy)

    [F6]
    Exercise: $7.74Exp: 2035-03-17→ Common Stock (13,565 underlying)
    13,565

  • Stock Option (Right to Buy)

    [F6]
    Exercise: $7.74Exp: 2035-03-17→ Common Stock (1,599 underlying)
    1,599

  • Stock Option (Right to Buy)

    [F7]
    Exercise: $11.33Exp: 2034-03-05→ Common Stock (9,496 underlying)
    9,496

  • Stock Option (Right to Buy)

    [F8]
    Exercise: $16.06Exp: 2033-03-07→ Common Stock (6,504 underlying)
    6,504

  • Stock Option (Right to Buy)

    [F9]
    Exercise: $8.14Exp: 2032-04-27→ Common Stock (13,084 underlying)
    13,084
Footnotes (9)
  • [F1]These restricted shares were granted pursuant to the InTest Corporation 2023 Stock Incentive Plan (the "Plan") in a transaction exempt under Rule 16b-3 and will vest in four equal annual installments commencing on March 16, 2027.
  • [F2]These performance-based restricted shares were granted pursuant to the Plan in a transaction exempt under Rule 16b-3 and will vest in March 2029 dependent upon certain performance criteria. The amount shown reflects the number of shares that will vest at target performance. The maximum number of shares that may vest pursuant to the performance criteria is 3,456.
  • [F3]1,010 restricted stock units, which convert into common stock on a one-for-one basis ("RSUs"), vested on March 17, 2026 and, except as otherwise provided in the award notice, the remaining RSUs will vest in equal installments on each of March 17, 2027, March 17, 2028 and March 17, 2029.
  • [F4]These shares were withheld to cover tax withholding obligations on the vesting of RSUs on March 17, 2026.
  • [F5]This option was granted pursuant to the Plan in a transaction exempt under Rule 16b-3 and will vest in four equal annual installments commencing on March 16, 2027.
  • [F6]This option vests in four equal annual installments commencing on March 17, 2026.
  • [F7]This option vests in four equal annual installments commencing on March 6, 2025.
  • [F8]This option vests in four equal annual installments commencing on March 8, 2024.
  • [F9]This option vests in four equal annual installments commencing on April 28, 2023.
Signature
/s/ Duncan Gilmour, Attorney-in-Fact for Richard B. Rogoff|2026-03-18

Documents

1 file
  • 4
    form4.xmlPrimary

    STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES