SEC Form 4 · accession 0002064832-26-000296

AstroNova, Inc. · ALOT

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Thomas Wayne Carll

Officer — Senior VP and GM - Aerospace

Period of report

Aug 26, 2026

Accepted (ET)

Aug 26, 2026 · 5:09 pm EDT

Rule 10b5-1 plan

box not checked

Issuer CIK

0000008146

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1	Aug 26, 2026	D	33,952	$29.00	D	0	D

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	D/I
Stock Option (Right to Purchase)^F2	$18.25	Aug 26, 2026	D	17,500	D	—	Jun 4, 2028	Common Stock	17,500	D
Restricted Stock Units^F3	$0.00	Aug 26, 2026	D	524	D	—	—	Common Stock	524	D
Restricted Stock Units^F4	$0.00	Aug 26, 2026	D	2,799	D	—	—	Common Stock	2,799	D
Restricted Stock Units^F5	$0.00	Aug 26, 2026	D	43,591	D	—	—	Common Stock	43,591	D
Restricted Stock Units^F6	$0.00	Aug 26, 2026	D	4,590	D	—	—	Common Stock	4,590	D
Performance-Based Restricted Stock Units^F7	$0.00	Aug 26, 2026	D	47	D	—	—	Common Stock	47	D

Explanation of responses

F1Disposed of pursuant to that certain Agreement and Plan of Merger, dated as of June 16, 2026, by and among AstroNova, Inc. (the "Company"), Orion Merger Parent, Inc. ("Parent"), and Orion MergerCo X, Inc., a wholly owned subsidiary of Parent (as it may be amended from time to time, the "Merger Agreement").
F2Stock Option originally granted on June 4, 2018, which became fully vested on June 4, 2021, and was cancelled on the Transaction Date as provided for in the Merger Agreement in exchange for an aggregate cash payment of $188,125, representing an amount equal to the product of: (i) the aggregate number of shares of the Company's common stock, par value $0.05 per share (the "Common Stock") subject to such Stock Option multiplied by (ii) the excess, if any, of $29.00 (the "Merger Consideration") over the per share exercise price under such Stock Option.
F3Restricted Stock Units originally granted on June 10, 2024, which became fully vested and were cancelled on the Transaction Date as provided for in the Merger Agreement in exchange for an aggregate cash payment of $15,196, representing an amount equal to the number of shares of Common Stock underlying such Restricted Stock Units multiplied by the Merger Consideration.
F4Restricted Stock Units originally granted on April 14, 2025, which became fully vested and were cancelled on the Transaction Date as provided for in the Merger Agreement in exchange for an aggregate cash payment of $81,171, representing an amount equal to the number of shares of Common Stock underlying such Restricted Stock Units multiplied by the Merger Consideration.
F5Restricted Stock Units originally granted on August 15, 2025, which became fully vested and were cancelled on the Transaction Date as provided for in the Merger Agreement in exchange for an aggregate cash payment of $1,264,139, representing an amount equal to the number of shares of Common Stock underlying such Restricted Stock Units multiplied by the Merger Consideration.
F6Restricted Stock Units originally granted on February 26, 2026, which became fully vested and were cancelled on the Transaction Date as provided for in the Merger Agreement in exchange for an aggregate cash payment of $133,110, representing an amount equal to the number of shares of Common Stock underlying such Restricted Stock Units multiplied by the Merger Consideration.
F7Earned portion of Performance-Based Restricted Stock Units originally granted on April 18, 2022, which became fully vested and were cancelled on the Transaction Date as provided for in the Merger Agreement in exchange for an aggregate cash payment of $1,363, representing an amount equal to the number of shares of Common Stock determined to be subject to the earned and vested portion of the Performance-Based Restricted Stock Units multiplied by the Merger Consideration.