Form 4: Academy Sports & Outdoors Director Converts RSUs and Sells Shares for Tax Obligations

Academy Sports & Outdoors Director Ken C. Hicks converted restricted stock units into common stock and subsequently sold a portion of shares to cover tax liabilities.

Summary

• Ken C. Hicks, a Director at Academy Sports & Outdoors, Inc. (ASO), reported changes in his beneficial ownership of company securities.
• On May 30, 2025, Mr. Hicks acquired 1,245 shares of common stock through the conversion of restricted stock units (RSUs).
• Concurrently, 402 shares of common stock were disposed of at a price of $41.2 per share, likely to cover tax withholding obligations related to the RSU vesting.
• Following these transactions, Mr. Hicks directly beneficially owns 440,806 shares of common stock.
• He also holds 14,004 Restricted Stock Units (RSUs).
• A grant of 63,760 performance-based restricted stock units (PRSUs) was made on March 30, 2022, under the Company's 2020 Omnibus Incentive Plan.
• On March 1, 2023, the Issuer's compensation committee certified the achievement of 93.7% of performance criteria for fiscal 2022, resulting in 59,713 PRSUs being earned.
• These earned PRSUs vest monthly at a rate of 1/48th since January 30, 2022, contingent on Mr. Hicks' continued service.
• The remaining 4,047 unearned PRSUs from this grant may vest if certain Issuer stock price conditions are met by January 30, 2026.

Sentiment

Score: 5

Explanation: The document describes routine insider transactions (RSU conversion and tax-related share sale) which are neutral in sentiment and expected as part of executive compensation.

Positives

• The conversion of 1,245 restricted stock units into common stock indicates the vesting of equity awards, which is a positive event for the reporting person.
• The achievement of 93.7% of performance criteria for the 2022 fiscal year for performance-based restricted stock units (PRSUs) demonstrates strong company performance against set targets.

Negatives

• The disposition of 402 shares of common stock, even if for tax purposes, reduces the direct beneficial ownership of the reporting person.

Future Outlook

The document indicates that a portion of the performance-based restricted stock units (4,047 PRSUs) may vest upon certification by the Issuer's compensation committee of achievement of certain Issuer stock price conditions as of January 30, 2026.

Industry Context

This Form 4 filing details a routine insider transaction involving equity compensation, which is a common practice across various industries to align management incentives with shareholder interests. It does not provide broader industry trends or competitive analysis.

Stakeholder Impact

• Shareholders: The transaction represents a minor, routine change in insider ownership and does not indicate a significant shift in confidence or strategy. The sale of shares for tax purposes is a common occurrence and not typically a cause for concern.

Next Steps

• Continued monthly vesting of earned performance-based restricted stock units (PRSUs) subject to the Reporting Person's continued service.
• Potential future vesting of 4,047 unearned PRSUs if specific Issuer stock price conditions are met by January 30, 2026.

Key Dates

Keywords

Academy Sports & Outdoors, ASO, Ken C. Hicks, Form 4, insider transaction, restricted stock units, RSU conversion, share sale, director, equity compensation, performance-based restricted stock units