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  4. [Form 4] APOGEE ENTERPRISES, INC. Insider Trading Activity

Apogee (APOG) director adds phantom and deferred stock units via plans

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

APOGEE ENTERPRISES, INC. director Mark A. Pompa reported routine equity-based compensation changes. He acquired 80 phantom stock units and 199 deferred restricted stock units, both valued at $33.54 per unit, through dividend equivalent reinvestment features of director compensation plans.

Following these awards, Pompa holds 10,075 phantom stock units and 24,840 deferred restricted stock units. Both instruments are designed to be settled 1-for-1 in shares of common stock after his termination from the Board or other plan-specified events, aligning director compensation with shareholder outcomes rather than reflecting open-market trading.

Positive

  • None.

Negative

  • None.
Insider POMPA MARK A
Role Director
Type Security Shares Price Value
Grant/Award Phantom Stock Units 80 $33.54 $3K
Grant/Award Deferred Restricted Stock Units 199 $33.54 $7K
Holdings After Transaction: Phantom Stock Units — 10,075 shares (Direct); Deferred Restricted Stock Units — 24,840 shares (Direct)
Footnotes (1)
  1. Settled 1-for-1. Additional phantom stock units acquired pursuant to a dividend equivalent reinvestment feature of the Deferred Compensation Plan for Non-Employee Directors. The phantom stock units were allocated under the Deferred Compensation Plan for Non-Employee Directors. The phantom stock units will be settled in shares of common stock following the director's termination from the Board in accordance with the election of the reporting person, or following the occurrence of other events specified in the Plan. Additional deferred restricted stock units acquired pursuant to a dividend equivalent reinvestment feature of the 2009 Non-Employee Director Stock Incentive Plan and the 2019 Non-Employee Director Stock Plan. The deferred restricted stock units were allocated under the 2009 Non-Employee Director Stock Incentive Plan and the 2019 Non-Employee Director Stock Plan. The deferred restricted stock units will be settled in shares of common stock following the director's termination from the Board in accordance with the election of the reporting person, or following the occurrence of other events specified in the Plan.
Phantom stock units granted 80 units Additional phantom stock units acquired on 2026-03-31
Deferred RSUs granted 199 units Additional deferred restricted stock units acquired on 2026-03-31
Unit valuation $33.54 per unit Transaction price per unit for both awards
Total phantom stock units 10,075 units Phantom stock units held following the transaction
Total deferred RSUs 24,840 units Deferred restricted stock units held following the transaction
Phantom Stock Units financial
"Additional phantom stock units acquired pursuant to a dividend equivalent reinvestment feature"
Phantom stock units are company promises that pay a cash or stock-equivalent award tied to the firm’s share price or value growth, but they do not issue actual shares. Think of them as a bonus check that moves with the stock like a mirror rather than handing over an ownership slice. Investors care because these awards can affect a company’s future cash obligations, executive incentives and reported expenses without causing share dilution.
Deferred Restricted Stock Units financial
"Additional deferred restricted stock units acquired pursuant to a dividend equivalent reinvestment feature"
Deferred restricted stock units are promises by a company to give employees or executives company shares at a future date, subject to conditions like continued employment or performance targets; the delivery and tax event are intentionally delayed. They matter to investors because they affect when new shares may be issued and how executives are motivated—like a paycheck held in escrow that vests over time, influencing potential share dilution and management behavior.
dividend equivalent reinvestment financial
"acquired pursuant to a dividend equivalent reinvestment feature of the Deferred Compensation Plan"
Deferred Compensation Plan for Non-Employee Directors financial
"allocated under the Deferred Compensation Plan for Non-Employee Directors"
Non-Employee Director Stock Plan financial
"allocated under the 2009 Non-Employee Director Stock Incentive Plan and the 2019 Non-Employee Director Stock Plan"
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
POMPA MARK A
(Last)(First)(Middle)
C/O APOGEE ENTERPRISES, INC.
4400 WEST 78TH STREET, SUITE 520
(Street)
MINNEAPOLIS MINNESOTA 55435
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
APOGEE ENTERPRISES, INC. [ APOG ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
03/31/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)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)
CodeVAmount(A) or (D)Price
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 (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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Phantom Stock Units(1)03/31/2026A(2)80 (3) (3)Common Stock80$33.5410,075D
Deferred Restricted Stock Units(1)03/31/2026A(4)199 (5) (5)Common Stock199$33.5424,840D
Explanation of Responses:
1. Settled 1-for-1.
2. Additional phantom stock units acquired pursuant to a dividend equivalent reinvestment feature of the Deferred Compensation Plan for Non-Employee Directors.
3. The phantom stock units were allocated under the Deferred Compensation Plan for Non-Employee Directors. The phantom stock units will be settled in shares of common stock following the director's termination from the Board in accordance with the election of the reporting person, or following the occurrence of other events specified in the Plan.
4. Additional deferred restricted stock units acquired pursuant to a dividend equivalent reinvestment feature of the 2009 Non-Employee Director Stock Incentive Plan and the 2019 Non-Employee Director Stock Plan.
5. The deferred restricted stock units were allocated under the 2009 Non-Employee Director Stock Incentive Plan and the 2019 Non-Employee Director Stock Plan. The deferred restricted stock units will be settled in shares of common stock following the director's termination from the Board in accordance with the election of the reporting person, or following the occurrence of other events specified in the Plan.
Remarks:
/s/Dave Wright Walstrom, Attorney-in-Fact for Mark A. Pompa04/01/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did APOG director Mark A. Pompa report on this Form 4?

Mark A. Pompa reported acquiring phantom stock units and deferred restricted stock units as compensation. He received 80 phantom stock units and 199 deferred restricted stock units through dividend equivalent reinvestment features of Apogee’s non-employee director compensation plans, rather than via open-market purchases.

How many phantom stock units does APOG director Mark A. Pompa now hold?

After the latest award, Mark A. Pompa holds 10,075 phantom stock units. These units were allocated under the Deferred Compensation Plan for Non-Employee Directors and are intended to be settled in shares of common stock after his Board service ends or upon certain plan events.

What are deferred restricted stock units in the APOG Form 4 filing?

The deferred restricted stock units are director equity awards that track Apogee’s common stock and are settled in shares later. Pompa received 199 additional units via dividend equivalent reinvestment and now holds 24,840 units in total under Apogee’s 2009 and 2019 Non-Employee Director Stock Plans.

Do the APOG phantom stock units and deferred RSUs settle in common stock?

Yes. Both the phantom stock units and deferred restricted stock units are designed to be settled 1-for-1 in Apogee common stock. Settlement generally occurs after the director’s termination from the Board or upon other events described in the applicable non-employee director compensation plans.

Were APOG shares bought or sold on the open market in this Form 4?

No open-market buys or sells are reported. The Form 4 shows grant-type acquisitions coded “A,” reflecting additional phantom stock units and deferred restricted stock units credited through dividend equivalent reinvestment features, rather than discretionary purchases or sales in the public market.