The Shyft Group, Inc. (SHYF) Form 4 SHYFT / Joshua A Sherbin 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^*

Sherbin Joshua A

(Last) (First) (Middle)

C/0 THE SHYFT GROUP

41280 BRIDGE STREET

(Street)

NOVI MI 48375

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
SHYFT GROUP, INC. [ SHYF ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
12/31/2024

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	12/31/2024		A		26,725(1)	A	$11.74	76,678	D
Common Stock	12/31/2024		A		20,661(2)	A	$11.74	97,339	D
Common Stock	12/31/2024		F		20,661(2)	D	$11.74	76,678	D
Common Stock	12/31/2024		A		90,167(3)	A	$11.74	166,845	D
Common Stock	12/31/2024		A		69,705(4)	A	$11.74	236,550	D
Common Stock	12/31/2024		F		69,705(4)	D	$11.74	166,845	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

Explanation of Responses:

1. Reflects restricted shares granted to the reporting person in lieu of a grant of restricted stock units that would otherwise be granted in March 2025. Such restricted shares are to vest in equal annual installments on each of the first three anniversaries of March 31, 2025.

2. Reflects shares granted to the reporting person in lieu of a grant of restricted stock units that would otherwise be granted in March 2025. Such shares are fully vested and have been withheld for the purpose of paying applicable taxes in connection with the reporting person's recognition of income in connection with the receipt of shares reflected on this Form 4, including by reason of filing an election under Section 83(b) of the Internal Revenue Code of 1986.

3. Reflects restricted shares granted to the reporting person that will vest in three equal annual installments on each of the first three anniversaries of the consummation of the transactions contemplated by the Agreement and Plan of Merger, dated December 16, 2024, by and among The Shyft Group, Inc., Aebi Schmidt Holding AG ("Aebi Schmidt"), ASH US Group, LLC, a direct, wholly owned subsidiary of Aebi Schmidt, and Badger Merger Sub, Inc.

4. Reflects shares granted to the executive that are fully vested and have been withheld for the purpose of paying applicable taxes in connection with the reporting person's recognition of income in connection with the receipt of shares reflected on this Form 4, including by reason of filing an election under Section 83(b) of the Internal Revenue Code of 1986.

	/s/ Joshua A. Sherbin	01/02/2025
	** 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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