Sec Form 4 Filing - SOLOWAY RICHARD @ NAPCO SECURITY TECHNOLOGIES, INC - 2024-05-08

Insider filing report for Changes in Beneficial Ownership
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
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
OMB APPROVAL
OMB Number: 3235-0287
Expires: November 30, 2011
Estimated average burden hours per response... 0.5
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)
CEO, Chairman, Secy
(Last) (First) (Middle)
333 BAYVIEW AVENUE
3. Date of Earliest Transaction (MM/DD/YY)
05/08/2024
(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 05/08/2024 S 250,000 ( 1 ) D $ 44.2018 ( 2 ) 1,406,010 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 Common 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 CEO, Chairman, Secy
Signatures
/s/ Richard Soloway 05/08/2024
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The shares described herein are subject to a lockup agreement in connection with that certain Underwriting Agreement, dated March 5, 2024, and were also subject to the option to purchase additional shares pursuant to such Underwriting Agreement. Such shares were not purchased pursuant to this option which has expired in accordance with its terms. The reporting person received prior written consent from the representatives of the underwriters to sell the shares in open market transactions. All other shares remain subject to the lockup agreement.
( 2 )Represents the weighted average selling price of the shares. Actual selling prices ranged from $44.20 through $44.775 per share. The reporting person hereby undertakes to provide, upon request to the SEC staff, the issuer or a security holder of the issuer, full information regarding the number of shares and prices at which the transactions were effected.
( 3 )Exercisable, cumulatively, at 20% per year commencing October 19, 2021.
( 4 )Exercisable, cumulatively, at 20% per year commencing August 25, 2022.

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.