Form 4: Academy Sports President's Stock Transactions
Statement of Changes in Beneficial Ownership
Academy Sports & Outdoors President Samuel J. Johnson reported the conversion of restricted stock units and subsequent sale of shares for tax purposes.
Summary
- Samuel J. Johnson, President of Academy Sports & Outdoors, Inc. (ASO), reported transactions involving the company's common stock.
- On January 30, 2026, Johnson acquired 1,991 shares of common stock through the conversion of restricted stock units (RSUs).
- Concurrently, 863 shares of common stock were disposed of at a price of $55.36 per share, likely to cover tax obligations related to the RSU vesting.
- Following these transactions, Johnson directly beneficially owns 96,976 shares of common stock.
- The filing also details the vesting of performance-based restricted stock units (PRSUs) granted on March 30, 2022.
- On March 1, 2023, 93.7% of the performance criteria for these PRSUs were certified, resulting in 7,961 earned PRSUs.
- Of these earned PRSUs, 25% vested on March 1, 2023, with the remaining 75% scheduled to vest in three equal annual installments beginning January 30, 2024.
- An unearned amount of 540 PRSUs may vest by January 30, 2026, based on stock price conditions.
- Johnson also directly beneficially owns 540 derivative securities (Restricted Stock Units).
Sentiment
Score: 7
Explanation: StockSavvy.ai views this as a moderately positive event. While there was a disposition of shares, it was likely for tax purposes related to the vesting of restricted stock units, which itself is a positive outcome reflecting the achievement of performance criteria.
Positives
- The vesting of 1,991 restricted stock units into common stock indicates the fulfillment of prior compensation agreements.
- Certification of 93.7% achievement of performance criteria for 8,501 performance-based restricted stock units (PRSUs) on March 1, 2023, resulting in 7,961 earned PRSUs, reflects positive company performance against set targets.
Negatives
- The disposition of 863 shares of common stock reduces the reporting person's direct beneficial ownership.
Future Outlook
The remaining 75% of the earned performance-based restricted stock units (7,961 PRSUs) are scheduled to vest in three equal annual installments beginning January 30, 2024, subject to continued service. An additional 540 unearned PRSUs may vest by January 30, 2026, contingent on specific Issuer stock price conditions being met and certified.
Industry Context
StockSavvy.ai notes that this Form 4 filing details routine insider transactions related to executive compensation, specifically the vesting and conversion of restricted stock units and subsequent tax-related share sales. Such transactions are common across industries as part of executive incentive plans and do not typically reflect a change in strategic direction or operational performance relative to broader industry trends.
Stakeholder Impact
- Shareholders: The transactions represent a routine part of executive compensation and do not indicate a significant shift in insider sentiment or company fundamentals. The slight reduction in direct ownership due to tax-related sales is a common occurrence.
Next Steps
- Remaining 75% of earned PRSUs to vest in three equal annual installments beginning January 30, 2024.
- Potential vesting of 540 unearned PRSUs by January 30, 2026, subject to stock price conditions and compensation committee certification.
Key Dates
| Date | Description |
|---|---|
| 2022-03-30 | Reporting Person was granted 8,501 performance-based restricted stock units (PRSUs) under the Company's 2020 Omnibus Incentive Plan. |
| 2023-03-01 | Issuer's compensation committee certified achievement of 93.7% of performance criteria during fiscal 2022 for PRSUs, deeming 7,961 PRSUs earned. 25% of this earned amount vested on this date. |
| 2024-01-30 | First of three equal annual installments for the remaining 75% of earned PRSUs is scheduled to vest. |
| 2026-01-30 | Date of reported transactions (acquisition of common stock from RSU conversion and disposition of common stock). Also, the remaining 540 unearned PRSUs may vest upon certification of certain Issuer stock price conditions as of this date. |
| 2032-03-30 | Expiration date for the derivative securities (Restricted Stock Units). |
Recommendation
holdThis Form 4 filing details routine insider transactions related to executive compensation, specifically the vesting of restricted stock units and subsequent tax-related share sales. Such transactions are pre-planned and do not typically signal a change in the company's fundamental outlook or warrant a shift in investment recommendation. Therefore, a 'hold' recommendation is appropriate as the filing does not provide new information to alter an existing investment thesis.
Keywords
Academy Sports & Outdoors, ASO, Insider Transaction, Form 4, Restricted Stock Units, Performance-Based Restricted Stock Units, Stock Vesting, Executive Compensation
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