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Filing Details

Accession Number:: 0001104659-21-052670
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2021-04-20 18:27:07
Reporting Period:: 2021-04-16

Accepted Time:: 2021-04-20 18:27:07
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
100591	Argan Inc	AGX	Construction - Special Trade Contractors (1700)	131947195

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1482442	Hibbert David Watson	C/O Argan, Inc., One Church Street, Suite 201 Rockville MD 20850	Svp & Cfo	No	Yes	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Disposition	2021-04-19	939	$54.18	20,748	No	4	S	Direct
Common Stock	Disposition	2021-04-20	12,248	$52.69	8,500	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	S	Direct
No	4	S	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Stock Option to purchase Common Stock	Acquisiton	2021-04-16	10,000	$0.00	10,000	$54.60
Common Stock	Performance-Based Restricted Stock Units	Acquisiton	2021-04-16	10,000	$0.00	10,000	$0.00
Common Stock	Time-Based Restricted Stock Units	Acquisiton	2021-04-16	10,000	$0.00	10,000	$0.00

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
176,000	2022-04-16	2031-04-16	No	4	A	Direct
28,000			No	4	A	Direct
10,000			No	4	A	Direct

Footnotes

On April 19, 2021, the Reporting Person sold 939 shares of the Issuer's common stock on the open market at an average price of $54.18 per share. As disclosed in the Reporting Person's Form 4 filed on April 13, 2021, the primary purpose for selling these shares (and those associated with footnote 2) related to the payment of taxes associated with the vesting of shares on April 9, 2021.
On April 20, 2021, the Reporting Person sold 12,248 shares of the Issuer's common stock on the open market at an average price of $52.69 per share.
On April 16, 2021, the Reporting Person received 10-year options to purchase 10,000 shares of the Issuer's common stock with an exercise price of $54.60 per share. The options will vest ratably over three years on each anniversary of the grant date starting from 04/16/2022.
As of the date of this filing, the total number of options owned by the Reporting Person includes (a) options to acquire 30,000 shares of common stock at a price of $41.68 with Date Exercisable of 06/23/2017 and Expiration Date of 06/23/2026; (b) options to acquire 40,000 shares of common stock at a price of $64.25 per share with Date Exercisable of 04/06/2018 and Expiration Date of 04/06/2027; (c) options to acquire 32,000 shares of common stock at a price of $37.60 per share with Date Exercisable of 04/13/2019 and Expiration Date of 04/13/2028; (d) options to acquire 32,000 shares of common stock at a price of $50.30 with a Date Exercisable of 4/12/2020 and Expiration date of 4/12/2029;
and (e) options to acquire 32,000 shares of common stock at a price of $33.81 with a Date Exercisable of 4/16/2021 and Expiration Date of 4/16/2030, and (f) options to acquire 10,000 shares of common stock at a price of $54.60 with a Date Exercisable of 4/16/2022 and Expiration Date of 4/16/2031, all subject to the aforementioned three-year ratably vesting schedule.
On April 16, 2021, the Reporting Person was granted Performance-Based Restricted Stock Units (the "PBRSUs") in the target number of 10,000 shares (the "Target"), the vesting of which is subject to the rank of the Total Stock Return ("TSR") of the Issuer's common stock over a three-year period, as determined by the Issuer's Board of Directors, to the comparable TSRs of 12 peer public companies to be disclosed in the Issuer's 2021 Proxy Statement. Each PBRSU represents a contingent right to receive one share of the Issuer's common stock. The payout ratio of the Target, ranging from 0% to 200%, will depend on the degree of achievement of the TSR ranking. The determination of the number of shares of common stock to be issued shall occur at the end of the three-year performance period.
As of the date of this filing, the total number of PBRSUs owned by the Reporting Person includes (a) a target number of 8,000 shares of PBRSUs granted on April 12, 2019; (b) a target number of 10,000 shares of PBRSUs granted on April 16, 2020; and (c) a target number of 10,000 shares of PBRSUs granted on April 16, 2021, all to vest in their entirety at the end of a three-year performance period as generally reported under footnote 6 above.
On April 16, 2021, the Reporting Person was granted Time-Based Restricted Stock Units (the "TBRSUs") covering 10,000 shares of common stock. The TBRSUs will vest in equal installments on each of the next three anniversaries of the grant date starting on 04/16/2022.