HEICO Co-CEO Eric Mendelson Exercises Options with Net Share Settlement

Executive Summary

On October 28, 2026, HEICO Corporation (NYSE: HEI) Co-Chairman and Co-CEO Eric A. Mendelson filed a Form 4 disclosing the exercise of stock options and subsequent share withholding to cover exercise costs and taxes on October 26, 2026. Mendelson exercised options to acquire 58,000 shares of Common Stock at an exercise price of $44.9638 and disposed of 27,640 shares at $309.71 per share (Code F) to satisfy payment obligations, resulting in a net addition of 30,360 directly held common shares.

Transaction Details

• Option Exercise (Code M): 58,000 shares of Common Stock were acquired via option conversion at an exercise price of $44.9638 per share, originating from an option grant set to expire on March 17, 2027.
• Tax/Cost Withholding (Code F): 27,640 shares were delivered back to the issuer at the market price of $309.71 per share (aggregate value of ~$8.56 million) to satisfy exercise price and tax liabilities.
• Net Ownership Impact: Directly held Common Stock increased from 1,266,407 to 1,296,767 shares.

Indirect Holdings & Position Strength

In addition to the 1,296,767 directly held Common Shares, Eric Mendelson retains substantial ownership across various accounts, entities, and classes, including:

• Class A Common Stock: 151,239 shares held directly, 189,030 shares via corporation, 107,303 shares via 401(k), 10,078 shares via Keogh, 7,694 shares via 409A plan, and 5,204 shares as custodian.
• Common Stock (Indirect): 427,326 shares held in family trusts, 392,718 shares via partnership, 112,558 shares via 401(k), 15,227 shares via Keogh, 6,302 shares via 409A plan, and 4,522 shares as custodian.

Trading Significance

This transaction carries Low predictive significance. It represents a standard net exercise of options approaching their expiration date (March 2027) with no open-market secondary sales executed. The insider's total net exposure to HEICO equity increased following the transaction.