Form 4: Advance Auto Parts EVP Acquires 11,456 Shares

Advance Auto Parts' EVP, Chief Merchant, Bruce Starnes, acquired 11,456 shares of common stock through an equity award.

Summary

• Bruce Starnes, Executive Vice President and Chief Merchant of Advance Auto Parts Inc. (AAP), reported the acquisition of 11,456 shares of common stock.
• The transaction occurred on February 17, 2026, at a price of $56.74 per share.
• Following this transaction, Starnes beneficially owns a total of 47,557 shares of common stock.
• The acquired shares consist of time-based restricted stock units (RSUs) and performance-based RSUs, each representing 50% of a target equity award.
• Time-based RSUs will vest in three approximately equal annual installments, commencing one year from the grant date.
• Performance-based RSUs may vest on the third anniversary of the grant date, contingent upon the registrant achieving pre-determined financial performance targets, subject to certification by the Compensation Committee, with potential for above-target vesting.

Sentiment

Score: 7

Explanation: StockSavvy.ai views this as a moderately positive development. Insider acquisition, particularly through performance-based awards, generally signals management's commitment and alignment with shareholder interests, which can be a positive indicator for investor confidence.

Positives

• The acquisition of shares by an executive aligns management's interests with those of shareholders, potentially indicating confidence in the company's future performance.
• The equity award structure, including performance-based RSUs, incentivizes the executive to achieve specific financial targets, which could benefit the company's overall performance.

Future Outlook

The vesting of performance-based restricted stock units is contingent on Advance Auto Parts achieving certain pre-determined financial performance targets over a three-year period, indicating a forward-looking incentive structure tied to future company results.

Industry Context

StockSavvy.ai notes that the granting of restricted stock units and performance-based equity awards is a standard practice in executive compensation across various industries, including the automotive aftermarket retail sector. This mechanism is widely used to attract, retain, and incentivize key management personnel by aligning their financial interests with long-term shareholder value creation.

Comparison to Industry Standards

• Equity-based compensation, such as RSUs, is a common component of executive pay packages in publicly traded companies, including peers in the retail and automotive parts sectors like AutoZone (AZO) and O'Reilly Automotive (ORLY).
• The structure of vesting over multiple years and tying a portion to performance targets is consistent with best practices for executive incentive plans aimed at fostering long-term strategic alignment and accountability.

Stakeholder Impact

• Shareholders: The equity award aligns the executive's financial incentives with shareholder value creation, potentially leading to improved long-term performance.
• Employees: Executive compensation structures can influence overall company culture and compensation philosophy, though direct impact on general employees is not specified.
• Management: The executive is incentivized to achieve financial targets to maximize the value of their performance-based RSUs.

Next Steps

• Vesting of time-based restricted stock units in three approximately equal annual installments, beginning one year from the grant date.
• Potential vesting of performance-based restricted stock units on the third anniversary of the grant date, subject to the achievement of pre-determined financial performance targets and certification by the Compensation Committee.

Key Dates

Keywords

Advance Auto Parts, AAP, Bruce Starnes, Insider Transaction, Form 4, Restricted Stock Units, Equity Award, Executive Compensation