SEC Form 4
Washington, D.C. 20549


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 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*
Hughes Herbert

(Last) (First) (Middle)


(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Byrna Technologies Inc. [ BYRN ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) X Other (specify below)
Board Chair
3. Date of Earliest Transaction (Month/Day/Year)
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
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)
Code V Amount (A) or (D) Price
Common Stock 02/14/2024 M 17,500(1) A $1.9 133,523 D
Common Stock 02/14/2024 F 3,369(2) D $9.87 130,154 D
Common Stock 02/16/2024 M 12,500 A (3) 142,654(4) 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 (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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (right to buy) $1.9 02/14/2024 M 17,500 (5) 12/30/2024 Common Stock 17,500 $1.9 0 D
Restricted Stock Unit $0 02/16/2024 M 12,500 (6) (6) Common Stock 12,500 $0 0 D
Explanation of Responses:
1. On February 14, 2024 the Reporting Person made a cashless exercise of 17,500 options (the "Options"), each with an exercise price of $1.90 (the "Cashless Exercise"). This amendment is being filed to clarify the full number of common shares to be issued upon the option exercise prior to the Reporting Person's forfeiture of the right to a portion of those shares in lieu of tendering cash for the exercise price.
2. Pursuant to the Cashless Exercise, no shares of Byrna Technologies Common Stock were sold by the Reporting Person, but the Reporting Person forfeited his right to 3,369 shares, the number of shares equivalent to the exercise price of the Options.
3. This transaction represents the settlement of restricted stock units in shares of common stock following vesting. Each restricted stock unit represents the right to receive, at settlement, one share of common stock or cash
4. This amendment corrects the number of shares of Byrna Technologies Common Stock that the Reporting Person owns following the transactions reported herein. The original filing transposed two digits in inputting the Reporting Peron's holdings following the reported transactions.
5. The Options became exercisable upon issuance.
6. The Restricted Stock Units were granted on August 3, 2022, vested on August 3, 2023, were settled on February 16, 2024, and were required to be settled by March 15, 2024.
/s/ Lisa Klein Wager 03/28/2024
** Signature of Reporting Person Date

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.