Form 4: Advance Auto Parts Director Joan Hilson Acquires Over 3,300 Deferred Stock Units

Advance Auto Parts Director Joan M. Hilson has acquired 3,326.613 deferred stock units, valued at $49.6 per unit, as part of the company's non-employee director compensation plan.

Summary

• Joan M. Hilson, a Director of Advance Auto Parts Inc. (AAP), acquired 3,326.613 shares of common stock in the form of deferred stock units (DSUs) on May 27, 2025.
• These DSUs were awarded under the Advance Auto Parts, Inc. Deferred Stock Unit Plan for Non-Employee Directors and Selected Executives.
• The deemed acquisition price for these units was $49.6 per unit.
• Following this transaction, Ms. Hilson beneficially owns 9,552.228 shares directly and 388 shares indirectly through a trust.
• The acquired DSUs will convert to common stock at the time of distribution and are scheduled to vest on May 27, 2026.
• Distribution of the shares will be pro-rata if board service ends prior to the vesting date; otherwise, they will be distributed to the reporting person at the end of the director's board service.

Sentiment

Score: 7

Explanation: The acquisition of deferred stock units by a director is generally a positive signal as it aligns their interests with shareholders and demonstrates commitment, although it's a compensation award rather than an open market cash purchase.

Positives

• The acquisition of deferred stock units by a director aligns their interests with shareholders, indicating confidence in the company's long-term performance.
• The Deferred Stock Unit Plan for Non-Employee Directors is a standard compensation practice that encourages retention and commitment from board members.

Negatives

• The acquisition is of deferred stock units, not an open market cash purchase, meaning there is no immediate cash outlay by the director.
• The units are subject to a vesting period until May 27, 2026, and distribution is tied to board service, meaning the director does not have immediate full control or liquidity of these shares.

Risks

• The value of the deferred stock units is subject to the future performance of Advance Auto Parts' common stock, exposing the director to market fluctuations.
• Distribution of the shares is contingent on continued board service until vesting or the end of service, posing a risk if service is terminated prematurely.

Industry Context

This transaction is a routine disclosure of director compensation in the form of equity, a common practice across various industries, including the automotive aftermarket retail sector, to align director interests with long-term shareholder value.

Stakeholder Impact

• Shareholders: The transaction aligns the director's interests with shareholders, potentially fostering long-term value creation.
• Employees: No direct impact on employees is indicated by this filing.
• Customers: No direct impact on customers is indicated by this filing.

Next Steps

• The deferred stock units are expected to vest on May 27, 2026, at which point they will convert to common stock, subject to continued board service.

Key Dates

Recommendation

Keywords

Advance Auto Parts, AAP, SEC Form 4, Insider Transaction, Deferred Stock Units, DSU, Director Compensation, Equity Award, Stock Ownership, Corporate Governance