08/07/2026 | Press release | Distributed by Public on 08/07/2026 15:33
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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 | ||||||||
| Restricted Stock Units | (1) | 06/18/2026 | A | 39,135 | (2) | (2) | Common Stock | 39,135 | $ 0 | 39,135 | D | ||||
| Restricted Stock Units | (1) | 06/18/2026 | A | 39,135 | (3) | (3) | Common Stock | 39,135 | $ 0 | 39,135 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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SRINIVASAN RAMESH 3655 BROOKSIDE PARKWAY SUITE 300 ALPHARETTA, GA 30022 |
X | President & CEO | ||
| /s/ Kyle C. Badger, Attorney-in-Fact | 08/07/2026 | |
| **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) | Each restricted stock unit represents a contingent right to receive one share of common stock of Agilysys, Inc. |
| (2) | As disclosed by the issuer in its Current Report on Form 8-K filed on June 22, 2026, 26,220 units shall vest on June 18, 2028, and 12,915 units shall vest in four equal quarterly installments on each 90th day following June 18, 2028, subject in each case to continued employment through each applicable vesting date. |
| (3) | As disclosed by the issuer in its Current Report on Form 8-K filed on June 22, 2026, these units are subject to the Issuer's common stock maintaining a volume weighted price for 20 consecutive trading days as follows: 13,045 are subject to a $105 per share price; 13,045 are subject to a $120 per share price; and 13,045 units are subject to a $135 per share price. If achieved prior to June 18, 2028, 67% of the units achieving the price will vest on June 18, 2028, and the remaining 33% will vests in four equal quarterly installments thereafter; if achieved on or after June 18, 2028, 67% of the units achieving the price will vest on the next business day, and the remaining 33% will vests in equal quarterly installments until June 18, 2029; subject in each case to continued employment on the vesting date. |