0001437749-23-028444.txt : 20231017 0001437749-23-028444.hdr.sgml : 20231017 20231017200040 ACCESSION NUMBER: 0001437749-23-028444 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20220322 FILED AS OF DATE: 20231017 DATE AS OF CHANGE: 20231017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Ganz Bryan CENTRAL INDEX KEY: 0001318455 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40385 FILM NUMBER: 231330703 MAIL ADDRESS: STREET 1: C/O ARRHYTHMIA RESEARCH TECHNOLOGY, INC. STREET 2: 25 SAWYER PASSWAY CITY: FITCHBURG STATE: MA ZIP: 01420 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Byrna Technologies Inc. CENTRAL INDEX KEY: 0001354866 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS ELECTRICAL MACHINERY, EQUIPMENT & SUPPLIES [3690] IRS NUMBER: 711050654 STATE OF INCORPORATION: DE FISCAL YEAR END: 1130 BUSINESS ADDRESS: STREET 1: 100 BURTT ROAD STREET 2: SUITE 115 CITY: ANDOVER STATE: MA ZIP: 01810 BUSINESS PHONE: 978-868-5011 MAIL ADDRESS: STREET 1: 100 BURTT ROAD STREET 2: SUITE 115 CITY: ANDOVER STATE: MA ZIP: 01810 FORMER COMPANY: FORMER CONFORMED NAME: Security Devices International Inc. DATE OF NAME CHANGE: 20060301 4 1 rdgdoc.xml FORM 4 X0508 4 2022-03-22 0001354866 Byrna Technologies Inc. BYRN 0001318455 Ganz Bryan 100 BURTT ROAD, SUITE 115 ANDOVER MA 01810 1 1 President and CEO 0 Common Stock 2023-10-13 4 P 0 12000 3.0536 A 615148 D Common Stock 2023-10-16 4 P 0 5000 3.51 A 620148 D Common Stock 2022-12-31 4 J 0 1300 0 D 0 I By the David Ganz Trust FBO Kathryn R. Ganz Common Stock 2022-12-31 4 J 0 1300 0 D 0 I By the David Ganz Trust FBO Madelyn Hyland Common Stock 478059 I By Northeast Industrial Partners LLC Common Stock 3800 I By Li Zhang Common Stock 70753 I By the Judith L. Ganz Trust VA 04-23-2015 Restricted Stock Unit 2022-03-23 4 D 0 450000 0 D 2023-08-31 Common Stock 450000 450000 D Stock Option (right to buy) 9.23 2022-03-23 4 A 0 450000 0 A 2023-03-23 Common Stock 450000 450000 D The shares were purchased in multiple transactions at prices ranging from $2.98 to $3.10. The reported price of $3.0536 represents the volume weighted average price for the reported transaction. The reporting person undertakes to provide upon request by the SEC staff, the issuer or a security holder of the issuer, full information regarding the number of shares purchased at each separate price. The reporting person served as trustee of each trust, of which certain members of the reporting person's immediate family were beneficiaries. On December 31, 2022, the trusts distributed all shares of the issuer's common stock to the beneficiaries of the trusts. Prior to distribution, the reporting person disclaimed beneficial ownership of the securities held by the trusts except to the extent of his pecuniary interest therein. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose. Ms. Zhang was married to the reporting person on January 18, 2023. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose. Each restricted stock unit represents the right to receive one share of common stock. The original grant of restricted stock units ("Units") consisted of 300,000 Units with a $20 20-day VWAP performance trigger, 300,000 Units with a $30 20-day VWAP performance trigger ("$30 Trigger"), and 300,000 Units with a $40 20-day VWAP performance trigger ("$40 Trigger"). The Reporting Person was required to remain in service to the Company through August 31, 2023 for any Units to vest. The Reporting Person agreed to an amendment of the original Restricted Stock Unit Agreement, approved by the Board, to provide for cancellation of half the Units, consisting of all Units with a $40 Trigger and 150,000 Units with a $30 Trigger, in exchange for a grant of an equal number of options as described herein. One third of the grant (the "Option Shares") will vest and become exercisable on 3/23/23 (the "Year Anniversary"); the balance of the Option Shares will vest in eight (8) quarterly, consecutive, and equal installments thereafter, beginning on the first calendar day of the fiscal quarter immediately following the Year Anniversary, until all Option Shares are fully vested. /s/ Lisa Klein Wager by Power of Attorney. 2023-10-17