Mark A. Doheny Form 4 TRANSCAT / Mark A. Doheny ownership change

SEC Form 4

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).

1. Name and Address of Reporting Person^*

Doheny Mark A.

(Last) (First) (Middle)

C/O TRANSCAT, INC.

35 VANTAGE POINT DRIVE

(Street)

ROCHESTER NY 14624

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
TRANSCAT INC [ TRNS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Chief Operating Officer

3. Date of Earliest Transaction (Month/Day/Year)
07/21/2023

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, $.50 par value	07/21/2023		M		5,012	A	$0(1)	5,262(2)	D
Common Stock, $.50 par value	07/21/2023		F		2,215(3)	D	$84.88	3,047	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
Restricted Stock Units	$0(1)	07/21/2023		M			5,012	(4)	(4)	Common Stock, $.50 par value	5,012	$0	0	D
Restricted Stock Units	$0(1)							(5)	(5)	Common Stock, $.50 par value	1,132		1,132	D
Restricted Stock Units	$0(1)							(6)	(6)	Common Stock, $.50 par value	1,512		1,512	D
Restricted Stock Units	$0(1)							(7)	(7)	Common Stock, $.50 par value	1,681		1,681	D
Restricted Stock Units	$0(1)							(8)	(8)	Common Stock, $.50 par value	3,000		3,000	D
Stock Option (Right to Buy)	$63.17							(9)	05/25/2027	Common Stock, $.50 par value	6,500		6,500	D

Explanation of Responses:

1. These restricted stock units convert into common stock on a one-for-one basis.

2. Includes 20 shares acquired under the Transcat, Inc. Employee Stock Purchase Plan.

3. Shares withheld to cover tax withholding obligations on the vesting of restricted stock units.

4. These restricted stock units vested on July 21, 2023.

5. These restricted stock units vest on March 28, 2026, except as otherwise provided in the award notice.

6. These restricted stock units vest on March 28, 2025, except as otherwise provided in the award notice.

7. These restricted stock units vest on March 30, 2024, except as otherwise provided in the award notice.

8. These restricted stock units vest on September 21, 2023, except as otherwise provided in the award notice.

9. This option vests on the third anniversary of the date of grant.

	/s/ James M. Jenkins, Attorney-in-Fact for Mark A. Doheny	07/25/2023
	** 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).
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