Note 7. Stock Transactions and Stock-Based Compensation

Stock-Based Compensation

During the three months ended June 30, 2026, we issued time-based restricted stock units ("RSUs") and performance-based restricted stock units ("PSUs") pursuant to the Amended and Restated Mesa Laboratories, Inc. 2021 Equity Incentive Plan (the "2021 Equity Plan"), which authorizes the issuance of 1,156 shares of common stock to eligible participants.

The following is a summary of RSU and PSU award activity for the three months ended June 30, 2026:

In the three months ended June 30, 2026, the Compensation Committee of the Board of Directors (the "Compensation Committee") awarded our CEO a sign-on equity award consisting of 35 RSUs. These RSUs vest in equal installments on April 13, 2027, 2028 and 2029. Time-based RSUs vest and settle in shares of our common stock on a one-for-one basis. The significant majority of other RSUs granted to employees during the three months ended June 30, 2026 vest in equal installments on June 13, 2027, June 8, 2028 and June 8, 2029.

During the three months ended June 30, 2026, the Compensation Committee awarded 48 PSUs at target (the "FY27 PSUs") to eligible employees. The FY27 PSUs are subject to market-based performance conditions measured relative to a selected peer index and service conditions. The market performance measurement period and service period are from June 15, 2026 through June 14, 2029, followed by a mandatory two-year holding period. The number of shares that may be earned will range from 0% to 200% of the target number of shares, based on Mesa's relative total shareholder return compared to the selected peer group. If defined minimum targets are not met, no shares will vest.

As of June 30, 2026, there were 105 shares subject to outstanding options, with a weighted average exercise price per share of $183.18, an intrinsic value of $0 and a remaining contractual life of 1.8 years. Our Compensation Committee has not granted options to any plan participants in the current or prior fiscal year.

Liability Classified PSUs

During the three months ended June 30, 2026, liability-classified PSUs were granted to certain key employees. The awards may vest based on our over-achievement against a challenging threshold for revenue and adjusted operating income targets; the value of shares awarded will range from $0 to approximately $3,000, depending on Company performance. The awards represent a fixed monetary value that will be settled in a variable number of shares and are therefore classified as liabilities. As of June 30, 2026, achievement of performance conditions was not considered probable; as such, no compensation expense or corresponding liability has been recognized in our Condensed Consolidated Financial Statements. Performance is measured from April 1, 2026 to March 31, 2027. Any awards earned will vest in June 2027 and be subject to a mandatory one-year holding period.