Form 4: Academy Sports & Outdoors Director Receives Equity Grant

Academy Sports & Outdoors, Inc. Director Theresa Palermo was granted 3,932 restricted stock units on June 13, 2025, as part of the company's incentive plan.

Summary

• Theresa Palermo, a Director of Academy Sports & Outdoors, Inc. (ASO), was the reporting person for this transaction.
• On June 13, 2025, Ms. Palermo was granted 3,932 Restricted Stock Units (RSUs) under the Company's 2020 Omnibus Incentive Plan, as amended.
• Each restricted stock unit represents a contingent right to receive one share of Issuer common stock upon vesting.
• The RSUs were granted at a price of $0, as is typical for equity grants.
• The 3,932 time-based restricted stock units will vest 100% on the earliest of: (i) the first anniversary of the grant date (June 13, 2026), (ii) the business day immediately preceding the date of the Issuer's next Annual Meeting of Stockholders, (iii) the Reporting Person's termination due to death or Disability (as defined in the Plan), or (iv) a Change in Control (as defined in the Plan).
• Following this transaction, Theresa Palermo beneficially owns 3,932 derivative securities (Restricted Stock Units) directly.

Sentiment

Score: 7

Explanation: The grant of restricted stock units to a director is a routine compensation event, aligning the director's interests with shareholders, which is generally viewed positively for corporate governance and long-term value creation.

Positives

• The grant of restricted stock units aligns the director's interests with those of the shareholders, as the value of the compensation is tied to the company's stock performance.
• Equity grants are a common and effective way to incentivize long-term commitment and performance from key personnel, including directors.

Future Outlook

The grant of time-based restricted stock units implies an expectation of continued service from the director, as vesting is contingent on ongoing service with the Issuer.

Industry Context

The granting of restricted stock units to directors is a standard practice across publicly traded companies, particularly in the retail and outdoor recreation sectors, as a form of non-cash compensation designed to align the interests of the board with long-term shareholder value.

Comparison to Industry Standards

• Equity compensation, such as Restricted Stock Units, is a widely adopted practice for director remuneration in public companies, including those in the retail and sporting goods industry like Dick's Sporting Goods or Big 5 Sporting Goods, to foster alignment with shareholder interests.
• The vesting schedule, tied to continued service and specific corporate events (like change in control), is consistent with typical industry compensation structures for non-employee directors.

Corporate Governance

Related Party Transactions

• The grant of Restricted Stock Units to Theresa Palermo, a Director, constitutes a related party transaction as it involves compensation from the company to a member of its board of directors.

Stakeholder Impact

• Shareholders: The equity grant aligns the director's incentives with shareholder interests, potentially leading to better long-term performance.
• Employees: No direct impact on general employees is indicated by this specific filing.

Next Steps

• The Restricted Stock Units will vest based on the specified conditions, potentially converting into common stock of Academy Sports & Outdoors, Inc.

Key Dates

Keywords

Academy Sports & Outdoors, ASO, SEC Form 4, Insider Transaction, Restricted Stock Units, RSU, Director Compensation, Equity Grant, Corporate Governance