Richard H. Deily - Sep 12, 2025 Form 4 Insider Report for ARGAN INC (AGX)

Role
Former CFO
Signature
/s/ Richard H. Deily
Stock symbol
AGX
Transactions as of
Sep 12, 2025
Transactions value $
$0
Form type
4
Date filed
9/15/2025, 04:15 PM
Previous filing
Jul 31, 2025
SEC
View on sec.gov

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Deily Richard H Former CFO 4075 WILSON BOULEVARD, SUITE 440, ARLINGTON /s/ Richard H. Deily 2025-09-12 0001358787

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding AGX Common Stock 7.8K Sep 12, 2025 Direct

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding AGX Option to Purchase Common Stock 10K Sep 12, 2025 Common Stock 10K $50.30 Direct
holding AGX Option to Purchase Common Stock 3.5K Sep 12, 2025 Common Stock 3.5K $54.60 Direct
holding AGX Option to Purchase Common Stock 2.5K Sep 12, 2025 Common Stock 2.5K $39.47 Direct
holding AGX Time-Based Restricted Stock Units 4.17K Sep 12, 2025 Common Stock 4.17K Direct F1
holding AGX Performance-Based Restricted Stock Units 2.5K Sep 12, 2025 Common Stock 2.5K Direct F2
holding AGX Earnings Per Share Performance-Based Restricted Stock Units 2.5K Sep 12, 2025 Common Stock 2.5K Direct F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Richard H. Deily is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 Pursuant to the vesting schedule of the Time-Based Restricted Stock Unit ("TRSU") awarded to the Reporting Person on September 13, 2022, 4,166 shares of Common Stock will became issuable to the Reporting Person on September 13, 2025 and will be adjusted for dividends.
F2 On September 13, 2022, the Reporting Person was granted Performance-Based Restricted Stock Units ("PRSUs") in the target number of 2,500 shares, the vesting of which is subject to the rank of the Total Stock Return ("TSR") of the Issuer's common stock over a three-year period, as determined by the Issuer's Board of Directors, to the comparable TSRs of 12 peer public companies to be disclosed in the Issuer's 2022 Proxy Statement. Each PBRSU represents a contingent right to receive one share of the Issuer's common stock. The payout ratio of the target number of 2,500 shares, ranging from 0% to 200%, will depend on the degree of achievement of the TSR ranking. The determination of the number of shares of common stock to be issued shall occur at the end of the three-year performance period.
F3 On April 17, 2023, the Reporting Person was granted Earnings Per Share Performance-Based Restricted Stock Units ("EPSRSUs") in the target number of 2,500 shares, the vesting of which is subject to the sum of Earnings Per Share ("EPS") for fiscal years ending January 31, 2024, 2025 and 2026 compared to target compounded growth EPS amounts based on the sum of EPS for the fiscal years ended January 31, 2021, 2022 and 2023. The pay-out ratio of the Target, ranging from 0% to 200%, will depend on the degree of achievement of the EPS ranking at the end of the three-year performance period. The awards will be more fully described in the Issuer's 2023 Proxy Statement. Each EPSRSU represents a contingent right to achieve one share of the Issuer's common stock.