Form 4: Albertsons Executive's RSU Withholding for FICA Taxes

Albertsons EVP Michael Withers reported the withholding of restricted stock units to cover FICA taxes due to early retirement eligibility.

Summary

• Michael Withers, Executive Vice President of Retail Operations West at Albertsons Companies, Inc. (ACI), reported a series of transactions on December 1, 2025.
• The transactions involved the withholding of a total of 5,591 restricted stock units (RSUs) by Albertsons to satisfy FICA tax obligations.
• This withholding occurred because Mr. Withers became eligible for early retirement.
• The withheld units consisted of both time-based and performance-based restricted stock units, with an associated price of $18.1 per unit.
• Following these transactions, Mr. Withers beneficially owns a total of 175,410 derivative securities, comprising both time-based and performance-based RSUs.

Sentiment

Score: 5

Explanation: The filing is a routine compliance disclosure of an insider transaction related to executive compensation and tax obligations, carrying a neutral sentiment regarding the company's operational or financial performance.

Positives

• The executive's eligibility for early retirement suggests a long tenure and fulfillment of service conditions, which is generally a positive indicator of employee retention and experience.
• The vesting and earning of restricted stock units demonstrate the company's commitment to executive compensation and incentive programs, aligning management interests with shareholder value over time.

Future Outlook

The filing primarily details past and current compensation events, with future vesting dates for remaining restricted stock units extending through February 2028. It does not provide forward-looking statements regarding the company's operational or financial performance.

Industry Context

This Form 4 filing is a routine disclosure of an insider transaction related to executive compensation and tax obligations. It reflects standard practices in corporate governance and executive incentive structures within the retail grocery industry, where long-term equity awards like RSUs are common for senior management.

Comparison to Industry Standards

• The use of restricted stock units (RSUs) as a component of executive compensation is a common practice across the retail and broader corporate sectors, aligning executive incentives with long-term shareholder value.
• The withholding of shares to cover FICA taxes upon vesting or eligibility for early retirement is a standard and expected mechanism for managing tax liabilities associated with equity compensation, consistent with practices observed in comparable companies like Kroger (KR) or Walmart (WMT) for their executives.

Stakeholder Impact

• Shareholders: Minimal direct impact, as this is a routine executive compensation and tax compliance event. It confirms the ongoing compensation structure for a key executive.
• Employees: No direct impact beyond the executive involved. Indirectly, it reflects the company's established compensation policies for senior leadership.
• Customers, Suppliers, Creditors: No discernible direct impact from this filing.

Next Steps

• Remaining time-based and performance-based restricted stock units held by Michael Withers will continue to vest or be earned on various dates through February 2028, subject to their original terms and conditions.

Key Dates

Keywords

Albertsons, ACI, Form 4, Insider Transaction, Restricted Stock Units, RSU, Executive Compensation, Michael Withers, FICA Taxes, Early Retirement