SEC Form 4 · accession 0000045919-26-000002
HARTE HANKS INC · HHS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
David Scott Fisher
Officer — President
Period of report
Jun 2, 2026
Accepted (ET)
Jun 5, 2026 · 10:54 am EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0000045919
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock - Restricted Stock UnitsF1 | Jun 2, 2026 | J | 18,790 | $2.62 | D | 61,210 | I | Shares held by Harte Hanks until vested |
| Common Stock - Restricted Stock UnitsF2 | Jun 2, 2026 | F | 7,876 | $2.62 | D | 53,334 | I | Shares held by Harte Hanks until vested |
| Common StockF1 | Jun 2, 2026 | J | 18,790 | $2.62 | A | 18,790 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Option to buy Common SharesF3,F4 | $5.34 | holding | — | — | — | Jan 27, 2026 | Jan 27, 2035 | Common Stock | 32,400 | 32,400 | I |
| Option to buy Common SharesF5,F6 | $4.55 | holding | — | — | — | Jun 2, 2026 | Jun 2, 2035 | Common Stock | 32,400 | 32,400 | I |
| Option to buy Common SharesF7,F8 | $7.74 | holding | — | — | — | Jan 29, 2025 | Jan 29, 2034 | Common Stock | 32,300 | 32,300 | I |
Explanation of responses
- F1RSU shares vested and converted from indirect owned non-derivatives to direct owned non-derivative shares.
- F2Represents shares withheld to offset the reporting person's tax obligations upon vesting of RSU's.
- F3The first of three tranches, 10,800 shares, vested on January 27, 2026.
- F4Award No 50105. The participant was granted 32,400 NQ stock options on January 27, 2025 under the Harte Hanks, Inc. 2023 Inducement Equity Incentive Plan. The options vest and become exercisable as to 1/3rd of the underlying shares on each of the first three anniversaries of January 27, 2025.
- F5The first of three tranches, 10,800 shares, vested on June 2, 2026.
- F6Award No 50106. The participant was granted 32,400 NQ stock options on June 2, 2025 under the Harte Hanks, Inc. 2023 Inducement Equity Incentive Plan. The options vest and become exercisable as to 1/3rd of the underlying shares on each of the first three anniversaries of June 2, 2025.
- F7The first two of three tranches, totaling 21,533 shares, vested on January 29, 2025 and 2026.
- F8Award No 50102. The participant was granted 32,300 NQ stock options on January 29, 2024 under the Harte Hanks, Inc. 2023 Inducement Equity Incentive Plan. The options vest and become exercisable as to 1/3rd of the underlying shares on each of the first three anniversaries of January 29, 2024.