Matthew Aaron Martinez, Chief Legal Officer of Varex Imaging Corp (NASDAQ:VREX), filed a Form 4 on October 14, 2026, disclosing the acquisition of two separate grants of Restricted Stock Units totaling 10,822 units on October 12, 2026.

Key Highlights

  • Two RSU grants: Martinez received 5,411 four-year RSUs and 5,411 three-year cliff RSUs on October 12, 2026, each converting into common stock on a one-for-one basis.
  • Vesting schedule (4-year RSUs): 50% scheduled to vest on August 15, 2028, and 50% on August 15, 2030, absent a merger closing.
  • Vesting schedule (3-year RSUs): 100% cliff vest scheduled for August 15, 2029, absent a merger closing.
  • Price per unit: Both grants were acquired at $0, according to the filing.
  • Pending merger impact: Upon closing of the acquisition by Teledyne Technologies Incorporated under a merger agreement dated August 10, 2026, vested RSUs would be cancelled and converted into the right to receive $18.90 per share in cash, with any unvested remainder forfeited without consideration.
  • Post-transaction holdings: Martinez directly holds 5,411 derivative securities from each grant, for a total of 10,822 RSUs following the reported transactions.

Martinez RSU Grants and Merger-Contingent Vesting Terms at Varex Imaging

According to the Form 4 filed with the SEC, Matthew Aaron Martinez, serving as Chief Legal Officer of Varex Imaging Corp, was granted two separate tranches of Restricted Stock Units on October 12, 2026. The first tranche consists of 5,411 four-year RSUs scheduled to vest in equal halves on August 15, 2028 and August 15, 2030. The second tranche consists of 5,411 three-year cliff RSUs, which are scheduled to vest in full on August 15, 2029. Both grants carry a price of $0 and each RSU converts into one share of common stock upon vesting.

The filing notes that both grant vesting schedules are subject to modification if Varex Imaging's pending acquisition by Teledyne Technologies Incorporated closes. According to the filing's explanation of responses, if that closing occurs, each outstanding unvested tranche will vest on a pro-rata basis immediately prior to closing. RSUs that are vested as of closing will then "be cancelled and converted into the right to receive $18.90 per share in cash." Any portion remaining unvested at closing "shall be automatically forfeited at Closing without consideration." The merger agreement referenced is dated August 10, 2026.

Following the two reported transactions, Martinez directly holds 5,411 RSUs from each grant. The filing was signed by Matthew A. Martinez and dated October 14, 2026. No non-derivative securities were reported as acquired or disposed of in Table I of the filing.

What Was Disclosed

The filing discloses two RSU grants totaling 10,822 units made to Varex Imaging's Chief Legal Officer on October 12, 2026, along with detailed vesting terms and merger-contingent cash conversion provisions tied to the pending Teledyne Technologies acquisition.