SEC Form 4 · accession 0001970778-26-000014
STAAR SURGICAL CO · STAA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Warren Foust
Officer — President and CEO
Period of report
Aug 14, 2026
Accepted (ET)
Aug 18, 2026 · 4:03 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0000718937
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Aug 14, 2026 | M | 7,331 | $0.00 | A | 93,887 | D | |
| Common StockF1 | Aug 14, 2026 | F | 3,730 | $26.18 | D | 97,617 | D | |
| Common Stock | Aug 14, 2026 | M | 3,666 | $0.00 | A | 93,951 | D | |
| Common StockF2 | Aug 14, 2026 | F | 1,865 | $26.18 | D | 95,816 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF3,F4 | $0.00 | Aug 14, 2026 | A | 22,493 | A | — | — | Common Stock | 22,493 | 22,493 | D |
| Stock Option (right to buy)F5 | $26.18 | Aug 14, 2026 | A | 40,471 | A | — | Aug 13, 2036 | Common Stock | 40,471 | 40,471 | D |
| Stock Option (right to buy)F6 | $26.18 | Aug 14, 2026 | A | 37,962 | A | — | Aug 13, 2036 | Common Stock | 37,962 | 37,962 | D |
| Performance Stock Option (right to buy)F7 | $26.18 | Aug 14, 2026 | A | 131,830 | A | — | Aug 13, 2036 | Common Stock | 131,830 | 131,830 | D |
| Performance Stock Option (right to buy)F8 | $26.18 | Aug 14, 2026 | A | 123,659 | A | — | Aug 13, 2036 | Common Stock | 123,659 | 123,659 | D |
| Performance Stock UnitsF9 | $0.00 | Aug 14, 2026 | M | 7,331 | A | — | Dec 31, 2027 | Common Stock | 7,331 | 93,887 | D |
| Performance Stock UnitsF10 | $0.00 | Aug 14, 2026 | M | 3,666 | A | — | Dec 31, 2027 | Common Stock | 3,666 | 97,553 | D |
Explanation of responses
- F1On August 14, 2026, the third tranche of 7,331 performance stock units ("PSUs") awarded to the Reporting Person under the Issuer's 2025 Performance Stock Award Program ("2025 PSU Program") in connection with his annual equity grant vested, of which 3,730 shares were withheld to satisfy taxes.
- F10Represents the settlement of the third tranche of PSUs awarded under the 2025 PSU Program to the Reporting Person in connection with his expanded role as President & Chief Operating Officer. The number of shares earned was determined upon certification by the Compensation Committee based on achievement of applicable performance goals. The original grant was exempt pursuant to Rule 16b-3(d) and was not previously reported.
- F2On August 14, 2026, the third tranche of 3,666 PSUs awarded to the Reporting Person under the Issuer's 2025 PSU Program in connection with his expanded role as President and Chief Operating Officer vested, of which 1,865 shares were withheld to satisfy taxes.
- F3Each RSU represents the right to receive one share of the Corporation's common stock upon vesting.
- F4The Reporting Person was granted Issuer restricted stock units (RSUs) on August 14, 2026 (the "Grant Date"). These RSUs vest as to 1/3 on the first anniversary of the Grant Date, and the remaining 2/3 vesting in 24 substantially equal monthly installments thereafter.
- F5The Reporting Person was granted an option to purchase 40,471 shares of Company common stock. The shares underlying the option vest over three years from the Grant Date, with one-third vesting on the first anniversary of the Grant Date and the remaining two-thirds vesting in 24 substantially equal monthly installments thereafter
- F6The Reporting Person was granted an option to purchase 37,962 shares of Company common stock. The shares underlying the option vest over 42 months from the Grant Date, with one-third vesting on the 18-month anniversary of the Grant Date and the remaining two-thirds vesting in 24 substantially equal monthly installments thereafter.
- F7The Reporting Person was granted a performance option to purchase 131,830 shares of Company common stock. The shares underlying the option vest over a performance period ending on the earlier of a change in control and the 10-year anniversary of the Grant Date, subject to achievement of stock-price hurdles of $50.00, $75.00 and $100.00 per share, and time vest as to one-third on the first anniversary of the Grant Date with the remaining two-thirds vesting in 24 substantially equal monthly installments thereafter.
- F8The Reporting Person was granted a performance option to purchase 123,659 shares of Company common stock. The shares underlying the option vest over a performance period ending on the earlier of a change in control and the 10-year anniversary of the Grant Date, subject to achievement of stock-price hurdles of $50.00, $75.00 and $100.00 per share, and time vest as to one-third on the 18-month anniversary of the Grant Date with the remaining two-thirds vesting in 24 substantially equal monthly installments thereafter.
- F9Represents the settlement of the third tranche of PSUs awarded to the Reporting Person in connection with his annual equity grant under the 2025 PSU Program. The number of shares was determined upon certification by the Compensation Committee based on achievement of applicable performance goals. The original grant was exempt pursuant to Rule 16b-3(d) and was not previously reported.