Form 4: ASO Executive McCabe Reports Equity Grants & Tax-Related Sale

Academy Sports & Outdoors EVP & CMO Matthew M. McCabe reported new grants of performance and time-based restricted stock units and a tax-related sale of common stock.

Summary

• Matthew M. McCabe, EVP & CMO of Academy Sports & Outdoors, Inc. (ASO), reported several equity transactions.
• On March 20, 2026, McCabe was granted 17,314 performance-based restricted stock units (PRSUs) and 17,314 time-based restricted stock units.
• The PRSUs vest based on achieving specific company performance metrics (adjusted pre-tax income, return on invested capital, adjusted free cash flow) over a three-year period from February 1, 2026, to February 3, 2029.
• The time-based RSUs vest in three equal installments starting one year from the grant date.
• On March 23, 2026, 1,289 restricted stock units from a March 21, 2023 grant converted into common stock.
• Concurrently, 529 shares of common stock were disposed of at $51.98 per share, likely to cover tax obligations related to the RSU vesting.
• Following these transactions, McCabe beneficially owns 19,977 shares of common stock, plus the newly granted 34,628 restricted stock units.

Sentiment

Score: 7

Explanation: StockSavvy.ai views this filing positively as it reflects ongoing executive incentive alignment through equity grants, particularly performance-based units, which ties management's interests directly to the company's long-term financial success.

Positives

• Grant of 17,314 performance-based restricted stock units aligns executive incentives with long-term company performance.
• Grant of 17,314 time-based restricted stock units promotes executive retention.
• The vesting of 1,289 restricted stock units indicates successful achievement of prior service conditions.

Negatives

• Disposition of 529 shares of common stock, valued at $51.98 per share, reduces direct equity ownership, though this is a common practice for tax withholding upon RSU vesting.

Future Outlook

The vesting of 17,314 performance-based restricted stock units is tied to the company's achievement of specific financial metrics (adjusted pre-tax income, return on invested capital, and adjusted free cash flow) over a three-year period from February 1, 2026, to February 3, 2029. This indicates management's focus on these key financial performance indicators for future growth and value creation.

Industry Context

StockSavvy.ai notes that the grant of performance-based restricted stock units is a common practice in the retail and sporting goods industry to align executive compensation with shareholder value creation and long-term strategic goals. The specific metrics chosen (adjusted pre-tax income, ROIC, free cash flow) are standard indicators of operational efficiency and financial health, suggesting a focus on sustainable profitability and capital management within a competitive retail landscape.

Comparison to Industry Standards

• The use of performance-based restricted stock units (PRSUs) tied to metrics like adjusted pre-tax income, return on invested capital (ROIC), and adjusted free cash flow is a standard practice for executive compensation in the retail sector, comparable to programs at companies like Dick's Sporting Goods (DKS) or Lululemon Athletica (LULU).
• The vesting schedule for time-based RSUs (three equal installments over three years) is also typical for executive retention plans across various industries.
• The disposition of shares for tax withholding upon RSU vesting is a routine and expected event, not indicative of a negative sentiment towards the stock, and is observed across all public companies with equity compensation plans.

Related Party Transactions

• The grant of restricted stock units and the subsequent conversion and tax-related disposition of shares constitute related party transactions between the company and its EVP & CMO.

Stakeholder Impact

• Shareholders: The grant of performance-based equity aligns executive incentives with shareholder value creation, potentially leading to better long-term performance. The tax-related sale is a routine event and has minimal impact.
• Employees: The equity grants to a key executive demonstrate the company's commitment to retaining and incentivizing top talent, which can positively influence overall employee morale and stability.

Next Steps

• The performance-based restricted stock units will vest if specific financial metrics are achieved and certified by the Issuer's compensation committee over the period ending February 3, 2029.
• The time-based restricted stock units will vest in three equal installments beginning on March 20, 2027 (first anniversary of grant date).

Key Dates

Recommendation

This Form 4 filing details routine executive compensation activities, including equity grants and a tax-related stock disposition. While the grants align executive incentives with company performance, the filing itself does not contain new material information about the company's operational or financial health that would warrant a change in investment thesis. Therefore, a "hold" recommendation is appropriate, maintaining current positions while awaiting more comprehensive financial reports.

Keywords

Academy Sports & Outdoors, ASO, Matthew M. McCabe, SEC Form 4, Insider Trading, Restricted Stock Units, Performance-Based RSUs, Time-Based RSUs, Executive Compensation, Equity Grant, Stock Sale, Officer Transaction