Sec Form 4 Filing - SOLOWAY RICHARD @ NAPCO SECURITY TECHNOLOGIES, INC - 2024-04-08

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
SOLOWAY RICHARD
2. Issuer Name and Ticker or Trading Symbol
NAPCO SECURITY TECHNOLOGIES, INC [ NSSC]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Pres, CEO, Chairman, Secy
(Last) (First) (Middle)
333 BAYVIEW AVENUE
3. Date of Earliest Transaction (MM/DD/YY)
04/08/2024
(Street)
AMITYVILLE, NY11701
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 04/08/2024 S 50,000 ( 1 ) ( 2 ) D $ 40.75 ( 1 ) 1,656,010 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (Right to Buy) $ 22.495 ( 3 ) 10/19/2031 C ommon Stock 100,000 100,000 D
Employee Stock Option (Right to Buy) $ 26.94 ( 4 ) 08/25/2032 Common Stock 10,000 10,000 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
SOLOWAY RICHARD
333 BAYVIEW AVENUE
AMITYVILLE, NY11701
X Pres, CEO, Chairman, Secy
Signatures
/s/ Richard Soloway 04/08/2024
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Pursuant to a Registration Statement on Form S-3 that became effective on March 5, 2024 and the exercise by the underwriters of an option to purchase additional shares pursuant to an underwriting agreement dated March 5, 2024, Mr. Soloway sold 50,000 shares of common stock of the Issuer. The shares were sold at a public offering price of $40.75 per share and Mr. Soloway paid an underwriting discount and commission of $1.01875 per share, resulting in a net price of $39.73125 per share.
( 2 )Mr. Soloway is a party to a Lock-Up Agreement with the underwriters identified therein pursuant to which he has agreed that, subject to certain exceptions as provided for in the Lock-Up Agreement, he will not dispose of his shares of the Issuer for a period of 180 days from March 5, 2024.
( 3 )Exercisable, cumulatively, at 20% per year commencing October 19, 2021.
( 4 )Exercisable, cumulatively, at 20% per year commencing August 25, 2022.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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