Chief Customer Officer Gaines Scott converted options into 6,261 shares and covered exercise/tax liability with 2,580 shares, increasing direct ownership by 33% to 14,848 units (SEC Form 4)
$RXST
Ophthalmic Goods
Health Care
| FORM 4 |
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 or Section 30(h) of the Investment Company Act of 1940 |
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| 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*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
RxSight, Inc. [ RXST ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 02/27/2026 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 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 | 02/28/2026 | M | 6,261 | A | (1) | 17,428 | D | |||
| Common Stock | 02/28/2026 | F | 2,580 | D | $7.61 | 14,848 | D | |||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 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 | ||||||||
| Restricted Stock Unit | (1) | 02/27/2026 | A | 32,218 | (2) | (2) | Common Stock | 32,218 | $0 | 32,218 | D | ||||
| Restricted Stock Unit | (1) | 02/28/2026 | M | 1,500 | (3) | (3) | Common Stock | 1,500 | $0 | 3,000 | D | ||||
| Restricted Stock Unit | (1) | 02/28/2026 | M | 604 | (4) | (4) | Common Stock | 604 | $0 | 2,414 | D | ||||
| Restricted Stock Unit | (1) | 02/28/2026 | M | 1,250 | (5) | (5) | Common Stock | 1,250 | $0 | 6,250 | D | ||||
| Restricted Stock Unit | (1) | 02/28/2026 | M | 1,657 | (6) | (6) | Common Stock | 1,657 | $0 | 9,936 | D | ||||
| Restricted Stock Unit | (1) | 02/28/2026 | M | 1,250 | (7) | (7) | Common Stock | 1,250 | $0 | 2,500 | D | ||||
| Explanation of Responses: |
| 1. Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's Common Stock. |
| 2. Subject to the Reporting Person continuing to be a Service Provider (as defined in the Issuer's 2021 Equity Incentive Plan (the "Plan")) through each applicable date, one-sixth (1/6th) of the RSUs subject to the award shall vest on the first Trading Day (as defined in the Plan) on or after each of August 31, 2026, February 28, 2027, August 31, 2027, February 28, 2028, August 31, 2028 and February 28, 2029. |
| 3. Subject to the Reporting Person continuing to be a Service Provider (as defined in the Plan) through each applicable date, one-eighth (1/8th) of the RSUs subject to the award shall vest on the first Trading Day (as defined in the Plan) on or after each of August 31, 2023, February 29, 2024, August 31, 2024, February 28, 2025, August 31, 2025, February 28, 2026, August 31, 2026 and February 28, 2027. Of the 12,000 RSUs initially subject to the award, 7,500 shares subject to the award vested prior to the Reporting Person becoming a Section 16 executive officer. |
| 4. Subject to the Reporting Person continuing to be a Service Provider (as defined in the Plan) through each applicable date, one-eighth (1/8th) of the RSUs subject to the award shall vest on the first Trading Day (as defined in the Plan) on or after each of August 31, 2024, February 28, 2025, August 31, 2025, February 28, 2026, August 31, 2026, February 28, 2027, August 31, 2027 and February 29, 2028. Of the 4,830 RSUs initially subject to the award, 1,812 shares subject to the award vested prior to the Reporting Person becoming a Section 16 executive officer. |
| 5. Subject to the Reporting Person continuing to be a Service Provider (as defined in the Plan) through each applicable date, one-eighth (1/8th) of the RSUs subject to the award shall vest on the first Trading Day (as defined in the Plan) on or after each of February 28, 2025, August 31, 2025, February 28, 2026, August 31, 2026, February 28, 2027, August 31, 2027, February 29, 2028 and August 31, 2028. Of the 10,000 RSUs initially subject to the award, 2,500 shares subject to the award vested prior to the Reporting Person becoming a Section 16 executive officer. |
| 6. Subject to the Reporting Person continuing to be a Service Provider (as defined in the Plan) through each applicable date, one-eighth (1/8th) of the RSUs subject to the award shall vest on the first Trading Day (as defined in the Plan) on or after each of August 31, 2025, February 28, 2026, August 31, 2026, February 28, 2027, August 31, 2027, February 28, 2028, August 31, 2028 and February 28, 2029. Of the 13,250 RSUs initially subject to the award, 1,657 shares subject to the award vested prior to the Reporting Person becoming a Section 16 executive officer. |
| 7. Subject to the Reporting Person continuing to be a Service Provider (as defined in the Plan) through each applicable date, one-fourth (1/4th) of the RSUs subject to the award shall vest on the first Trading Day (as defined in the Plan) on or after each of August 31, 2025, February 28, 2026, August 31, 2026, February 28, 2027. Of the 5,000 RSUs initially subject to the award, 1,250 shares subject to the award vested prior to the Reporting Person becoming a Section 16 executive officer. |
| Remarks: |
| Exhibit 24 - Power of Attorney |
| /s/ Jim Schindler, as Attorney-in-Fact | 03/03/2026 | |
| ** 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. | ||