Form 4: Academy Sports & Outdoors Director Converts Restricted Stock Units to Common Shares

Academy Sports & Outdoors, Inc. Director Theresa Palermo converted 2,929 restricted stock units into common stock, increasing her direct beneficial ownership to 9,232 shares.

Summary

• Theresa Palermo, a Director at Academy Sports & Outdoors, Inc. (ASO), acquired 2,929 shares of common stock on June 4, 2025.
• This acquisition resulted from the conversion of previously granted restricted stock units (RSUs) on a one-for-one basis.
• Following this transaction, Ms. Palermo directly beneficially owns 9,232 shares of ASO common stock.
• The RSUs were originally granted on June 14, 2024, under the Company's 2020 Omnibus Incentive Plan, as amended.
• These RSUs vest 100% on the earliest of: the first anniversary of the grant date (June 14, 2025), the business day immediately preceding the date of the next Annual Meeting of Stockholders, termination due to death or Disability, or a Change in Control.

Sentiment

Score: 7

Explanation: The filing indicates a routine equity compensation event, reflecting normal corporate governance and alignment of director interests with shareholders. It is a neutral to slightly positive event as it shows a director increasing their direct stake, albeit through a pre-determined vesting schedule.

Positives

• The conversion of restricted stock units represents a routine vesting event, which is a standard component of executive and director compensation.
• Increased direct ownership by a director aligns their financial interests more closely with those of the company's shareholders.

Future Outlook

The vesting schedule for the restricted stock units indicates future potential conversions of equity compensation into common stock, aligning director interests with long-term company performance and retention.

Management Comments

• "Restricted stock units convert into common stock on a one-for-one basis."
• "Granted under the Company's 2020 Omnibus Incentive Plan, as amended (the 'Plan')."
• "On June 14, 2024, the Reporting Person was granted 2,929 time-based restricted stock units that vest 100%, subject to the Reporting Person's continued services with the Issuer, on the earliest of: (i) the first anniversary of the date of grant, or, if earlier, the date which is the business day immediately preceding the date of the next Annual Meeting of Stockholders, (ii) the Reporting Person's termination due to death or Disability (as defined in the Plan), or (iii) a Change in Control (as defined in the Plan)."

Industry Context

This filing reflects a standard equity compensation event for a director in a publicly traded retail company. Such grants and conversions are common practice across various industries to attract, retain, and incentivize executive talent by aligning their long-term interests with shareholder value creation.

Comparison to Industry Standards

• The grant and vesting of restricted stock units are a common form of equity compensation for directors and executives across publicly traded companies, including those in the retail and outdoor goods sectors.
• The one-for-one conversion ratio and vesting conditions tied to continued service, change of control, or specific termination events are standard industry practices for such incentive plans, consistent with corporate governance best practices.

Stakeholder Impact

• Shareholders: The increase in direct ownership by a director may be viewed positively as it further aligns management interests with shareholder value creation.
• Employees: No direct impact on employees is mentioned in this filing.
• Customers: No direct impact on customers is mentioned in this filing.
• Suppliers: No direct impact on suppliers is mentioned in this filing.
• Creditors: No direct impact on creditors is mentioned in this filing.

Next Steps

• Continued service by Theresa Palermo with Academy Sports & Outdoors, Inc. to ensure full vesting of any future equity awards.
• Potential future conversions of equity awards as per the vesting schedule of the 2020 Omnibus Incentive Plan.

Key Dates

Recommendation

Keywords

Academy Sports & Outdoors, ASO, Form 4, Insider Transaction, Restricted Stock Units, RSU Conversion, Director Stock Ownership, Equity Compensation