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 *
Deily Richard H

(Last) (First) (Middle)
1 CHURCH STREET
SUITE 201

(Street)
ROCKVILLE MD 20850

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
ARGAN INC [ AGX ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
CHIEF FINANCIAL OFFICER, SVP
3. Date of Earliest Transaction (Month/Day/Year)
04/16/2024
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 04/16/2024   M   681 (1) A $ 0 7,519 D  
Common Stock 04/16/2024   M   2,189 (2) A $ 33.85 9,708 D  
Common Stock 04/16/2024   M   1,875 (3) A $ 37.6 11,583 D  
Common Stock 04/16/2024   M   2,192 (4) A $ 33.81 13,775 D  
Common Stock 04/18/2024   M   666 (5) A $ 0 14,441 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
Time-Based Restricted Stock Units $ 0 04/16/2024   M     1,166   (1)   (1) Common Stock 1,166 $ 0 10,668 D  
Option to Purchase Common Stock $ 33.85 04/16/2024   M     10,000 (2) 04/13/2017 04/13/2026 Common Stock 10,000 $ 0 49,500 D  
Option to Purchase Common Stock $ 37.6 04/16/2024   M     10,000 (3) 04/13/2019 04/13/2028 Common Stock 10,000 $ 0 39,500 D  
Option to Purchase Common Stock $ 33.81 04/16/2024   M     10,000 (4) 04/16/2022 04/16/2031 Common Stock 10,000 $ 0 29,500 D  
Time-Based Restricted Stock Units $ 0 04/18/2024   M     1,167   (5)   (5) Common Stock 1,167 $ 0 9,501 D  
Explanation of Responses:
1. Pursuant to the three-year vesting schedule of the Time-Based Restricted Stock Unit ("TRSU") awarded to the Reporting Person on April 16, 2021, 1,166 shares of Common Stock became issuable to the Reporting Person on April 16, 2024.
2. On April 16, 2024, the Reporting Person exercised his stock option awarded on April 13, 2016 to purchase 10,000 shares of the Issuer's Common Stock at a price of $33.85 per share.
3. On April 16, 2024, the Reporting Person exercised his stock option awarded on April 13, 2018 to purchase 10,000 shares of the Issuer's Common Stock at a price of $37.60 per share.
4. On April 16, 2024, the Reporting Person exercised his stock option awarded on April 16, 2021 to purchase 10,000 shares of the Issuer's Common Stock at a price of $33.81 per share.
5. Pursuant to the three-year vesting schedule of the TRSU awarded to the Reporting Person on April 18, 2022, 1,167 shares of Common Stock became issuable to the Reporting Person on April 18, 2024.
/s/ Richard H. Deily 04/18/2024
** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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