Form 4: Academy Sports Director Ken Hicks Converts RSUs, Adjusts Holdings

Academy Sports & Outdoors Director Ken C. Hicks converted restricted stock units into common stock and sold shares for tax withholding on July 30, 2025.

Summary

• Director Ken C. Hicks converted 1,245 restricted stock units (RSUs) into common stock on July 30, 2025.
• Following the conversion, 1,245 shares of common stock were acquired.
• Concurrently, 402 shares of common stock were disposed of at a price of $53.86 per share to cover tax liabilities related to the vesting.
• After these transactions, Ken C. Hicks directly beneficially owns 447,710 shares of common stock.
• The converted RSUs were part of a grant of 63,760 performance-based restricted stock units (PRSUs) awarded on March 30, 2022, under the company's 2020 Omnibus Incentive Plan.
• On March 1, 2023, the compensation committee certified 93.7% achievement of performance criteria for fiscal 2022, resulting in 59,713 earned PRSUs.
• These earned PRSUs vest monthly (1/48th) from January 30, 2022, subject to continued service.
• An unearned amount of 4,047 PRSUs may vest based on stock price conditions as of January 30, 2026.
• Remaining derivative securities beneficially owned are 11,515 restricted stock units.

Sentiment

Score: 7

Explanation: The filing indicates the successful vesting of performance-based restricted stock units due to the achievement of performance criteria, which is a positive sign for the company's operational execution. While there was a sale of shares, it was for tax withholding, a routine event, and the director retains a substantial beneficial ownership, reflecting continued alignment with shareholder interests.

Positives

• Director Ken C. Hicks acquired 1,245 shares of common stock through the conversion of restricted stock units, indicating a vesting event.
• The director continues to hold a substantial direct beneficial ownership of 447,710 common shares after the reported transactions.
• The company's compensation committee certified 93.7% achievement of performance criteria for fiscal 2022 related to performance-based restricted stock units, indicating strong performance.

Negatives

• 402 shares of common stock were disposed of at $53.86 per share to cover tax liabilities, reducing the director's direct common stock holdings.

Risks

• NA

Future Outlook

An unearned portion of 4,047 performance-based restricted stock units may vest upon certification by the Issuer's compensation committee of achievement of certain Issuer stock price conditions as of January 30, 2026.

Management Comments

• NA

Industry Context

This filing details a routine insider transaction related to equity compensation, common across publicly traded companies, particularly for directors and executives receiving performance-based awards. It reflects the standard practice of converting restricted stock units into common stock upon vesting and subsequently selling a portion to cover tax obligations.

Comparison to Industry Standards

• The conversion of restricted stock units and subsequent sale of shares for tax withholding is a standard practice for equity compensation in publicly traded companies, aligning with typical industry compensation structures for directors.

Corporate Governance

Stakeholder Impact

• Shareholders: The director's continued significant ownership stake aligns management interests with shareholder value. The vesting of performance-based units suggests the company met internal performance targets, which could be viewed positively.
• Employees: The existence of an Omnibus Incentive Plan indicates a structured approach to employee and executive compensation, potentially fostering retention and performance.

Next Steps

• Remaining unearned 4,047 performance-based restricted stock units may vest upon certification of certain Issuer stock price conditions as of January 30, 2026.

Key Dates

Recommendation

This Form 4 filing details a routine insider transaction involving the vesting of restricted stock units and a subsequent sale of shares to cover tax obligations. It does not provide new material information regarding the company's financial performance, strategic direction, or competitive landscape that would warrant a change in investment recommendation. The director maintains a substantial stake, which is generally a positive sign of alignment, but the transaction itself is not indicative of a significant shift in company prospects. Therefore, a "hold" recommendation is appropriate as the filing does not present a compelling reason to buy or sell based solely on this information.

Keywords

Academy Sports, ASO, Ken Hicks, Director, Insider Trading, Form 4, Stock, RSU, Restricted Stock Units, Performance-Based RSUs, Equity Compensation, Share Ownership