Form 4: Advanced Drainage Systems Executive Reports Routine Stock Disposition for Tax Obligations

Tim A. Makowski, Vice President, Controller and Chief Accounting Officer of Advanced Drainage Systems, Inc., reported a disposition of 133 shares of common stock to cover tax obligations related to restricted stock vesting.

Summary

• The filing is a Form 4, Statement of Changes in Beneficial Ownership, for Tim A. Makowski, Vice President, Controller and Chief Accounting Officer of Advanced Drainage Systems, Inc. (WMS).
• On May 22, 2025, Mr. Makowski reported a transaction involving the disposition of 133 shares of Common Stock.
• This disposition was coded as 'F', indicating shares withheld to satisfy the reporting person's tax obligations in connection with the vesting of restricted common stock of the Issuer.
• The shares were valued at $111 per share for the purpose of tax withholding.
• Following this transaction, Mr. Makowski directly beneficially owns 7,368 shares of Common Stock.
• Additionally, Mr. Makowski indirectly beneficially owns 17,557.1858 shares through a KSOP (presumably a 401(k) or similar retirement plan).

Sentiment

Score: 7

Explanation: The transaction is a routine tax withholding related to restricted stock vesting, indicating that previously granted equity compensation has matured. This is a neutral to slightly positive event as it confirms the vesting of executive compensation, but does not reflect a discretionary investment decision by the insider that would signal strong positive or negative sentiment.

Positives

• The transaction represents the vesting of restricted stock, which is a form of executive compensation, indicating that previously granted equity awards have matured.
• The disposition of shares is for tax withholding purposes, which is a routine and non-discretionary event, not a sale initiated by the executive.

Future Outlook

This Form 4 filing does not contain any forward-looking statements or guidance regarding the company's future outlook.

Management Comments

• The filing indicates that Tim A. Makowski holds the title of Vice President, Controller and Chief Accounting Officer.

Industry Context

This filing details a routine insider transaction related to executive compensation, specifically the withholding of shares for tax purposes upon the vesting of restricted stock. This is a common practice across various industries for publicly traded companies that utilize equity-based compensation plans.

Comparison to Industry Standards

• The practice of withholding shares to cover tax obligations upon the vesting of restricted stock is a standard and widely accepted method of managing executive equity compensation across all industries.
• This transaction is consistent with typical compensation structures seen in companies comparable to Advanced Drainage Systems, Inc., which often include restricted stock units (RSUs) or similar equity awards that vest over time.

Related Party Transactions

• The transaction involves an executive (Tim A. Makowski) and the company (Advanced Drainage Systems, Inc.), which is a related party transaction. It is a standard transaction for tax withholding related to executive compensation.

Stakeholder Impact

• Shareholders: The impact on shareholders is minimal, as this is a small, routine transaction for tax purposes and does not represent a discretionary sale or a significant change in the executive's overall beneficial ownership.
• Employees: No direct impact on the broader employee base is indicated by this specific filing.

Key Dates

Keywords

Advanced Drainage Systems, WMS, Form 4, SEC Filing, Insider Transaction, Stock Vesting, Tax Withholding, Tim A. Makowski, Common Stock, Executive Compensation