SEC FORM 4 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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1. Name and Address of Reporting Person*
GATZKE CARLA S

(Last) (First) (Middle)
201 DAKTRONICS DRIVE

(Street)
BROOKINGS SD 57006

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
DAKTRONICS INC /SD/ [ DAKT ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
checkbox checked Officer (give title below) Other (specify below)
Secretary and VP of Human Reso
3. Date of Earliest Transaction (Month/Day/Year)
01/31/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
checkbox checked 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 01/31/2026 M 23,139 A $0 771,187 D
Common Stock 183,867(1) I by 401k
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 01/31/2026 M 500 (2) (2) Common Stock 500 $0 0 D
Restricted Stock Units $0 01/31/2026 M 1,000 (3) (3) Common Stock 1,000 $0 0 D
Restricted Stock Units $0 01/31/2026 M 738 (4) (4) Common Stock 738 $0 0 D
Restricted Stock Units $0 01/31/2026 M 908 (5) (5) Common Stock 908 $0 0 D
Restricted Stock Units $0 01/31/2026 M 12,561 (6) (6) Common Stock 12,561 $0 0 D
Restricted Stock Units $0 01/31/2026 M 7,432 (7) (7) Common Stock 7,432 $0 0 D
Explanation of Responses:
1. Between August 23, 2025 and January 31, 2026, the Reporting Person acquired 491 shares of common stock of Daktronics, Inc. (the "Issuer") under the Issuer's 401k Plan. The information in this Report is based on a plan statement dated January 31, 2026.
2. Pursuant to the Separation and Release Agreement (the "Separation Agreement") entered into by and between Daktronics, Inc. and Carla Gatzke on 01/31/2026 (such date, the "Separation Date"), the vesting of Restricted Stock Units granted on 09/02/2021 was accelerated such that the Restricted Stock Units that would have vested on 08/23/2026, vested as of the Separation Date. Vested shares will be delivered to the reporting person as soon as practicable after the date of vesting.
3. Pursuant to the Separation Agreement, the vesting of Restricted Stock Units granted on 09/08/2022 was accelerated such that the Restricted Stock Units that would have vested on 08/23/2026 and 08/23/2027, vested as of the Separation Date. Vested shares will be delivered to the reporting person as soon as practicable after the date of vesting.
4. Pursuant to the Separation Agreement, the vesting of Restricted Stock Units granted on 09/11/2023 was accelerated such that the Restricted Stock Units that would have vested on 08/23/2026, 08/23/2027, and 08/23/2028, vested as of the Separation Date. Vested shares will be delivered to the reporting person as soon as practicable after the date of vesting.
5. Pursuant to the Separation Agreement, the vesting of Restricted Stock Units granted on 09/09/2024 was accelerated such that the Restricted Stock Units that would have vested on 08/23/2026, 08/23/2027, 08/23/2028, and 08/23/2029, vested as of the Separation Date. Vested shares will be delivered to the reporting person as soon as practicable after the date of vesting.
6. Pursuant to the Separation Agreement, the vesting of Restricted Stock Units granted on 03/05/2025 was accelerated such that the Restricted Stock Units that would have vested on 03/05/2026, 03/05/2027, and 03/05/2028, vested as of the Separation Date. Vested shares will be delivered to the reporting person as soon as practicable after the date of vesting.
7. Pursuant to the Separation Agreement, the vesting of Restricted Stock Units granted on 07/28/2025 was accelerated such that the Restricted Stock Units that would have vested on 08/23/2026, 08/23/2027, 08/23/2028, and 08/23/2029, vested as of the Separation Date. Vested shares will be delivered to the reporting person as soon as practicable after the date of vesting.
Remarks:
Carla S. Gatzke 02/03/2026
** Signature of Reporting Person Date
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* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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