Form 4: ARKO CEO Kotler Boosts Stake with Equity Awards

ARKO Corp.'s Chairman, President, and CEO, Arie Kotler, increased his direct beneficial ownership through the conversion of performance stock units and restricted stock units, alongside a new RSU grant.

Summary

• Arie Kotler, ARKO Corp.'s Chairman, President, and CEO, acquired 186,959 shares of common stock on February 27, 2026, resulting from the vesting of performance stock units granted on March 2, 2023.
• He also acquired 69,581 shares of common stock on March 1, 2026, through the conversion of restricted stock units, which began vesting on March 1, 2025.
• Kotler was granted 410,503 new restricted stock units on February 27, 2026, which are scheduled to vest in three equal annual installments commencing on March 1, 2027.
• To cover tax obligations related to these equity events, Kotler disposed of 45,525 shares at $6.43 per share on February 27, 2026, and an additional 16,944 shares at $6.43 per share on March 1, 2026.
• Following these transactions, Kotler's direct beneficial ownership of ARKO common stock stands at 12,230,057 shares, with an additional 9,452,636 shares held indirectly through KMG Realty LLC.

Sentiment

Score: 7

Explanation: StockSavvy.ai views this as a moderately positive signal, as it indicates continued executive alignment through significant equity awards, reinforcing management's long-term commitment to ARKO Corp.

Positives

• Significant equity awards granted to the CEO, including new restricted stock units and conversion of performance stock units, align management's long-term interests with shareholders.
• The increase in the CEO's direct beneficial ownership demonstrates continued confidence in the company's future prospects.

Negatives

• Shares were disposed of to cover tax withholding obligations, which, while a standard practice, results in a reduction of direct ownership from the gross award.

Future Outlook

The newly granted restricted stock units will vest in three equal annual installments commencing on March 1, 2027, subject to the reporting person's continued employment or service through the vesting date.

Industry Context

StockSavvy.ai notes that significant equity grants to top executives like Arie Kotler are a common practice in the retail and convenience store industry, aiming to incentivize long-term performance and align leadership interests with shareholder value creation. Such grants often reflect board confidence in the executive's future contributions.

Comparison to Industry Standards

• StockSavvy.ai observes that equity compensation packages for CEOs in the convenience store and fuel retail sector, such as those at Alimentation Couche-Tard (ATD.TO) or Casey's General Stores (CASY), frequently include a mix of restricted stock units and performance-based awards.
• The vesting schedules and grant sizes for ARKO's CEO appear consistent with industry norms for executives leading companies of similar market capitalization and operational scale, reinforcing retention and performance incentives.

Related Party Transactions

• Arie Kotler indirectly owns 9,452,636 shares of ARKO Corp. common stock through KMG Realty LLC, of which he is the sole member and the sole and exclusive beneficiary.

Stakeholder Impact

• Shareholders: The significant equity awards and increased beneficial ownership by the CEO enhance the alignment of management's interests with those of the shareholders, potentially fostering long-term value creation.
• Employees: While not directly impacting all employees, executive compensation practices can influence overall company culture and perception of leadership commitment.

Next Steps

• Vesting of 410,503 restricted stock units in three equal annual installments commencing March 1, 2027, subject to continued employment.
• Continued vesting of previously granted restricted stock units, with installments commencing March 1, 2025, subject to continued employment.

Key Dates

Recommendation

The filing indicates a strengthening of management's equity stake through new grants and conversions, which is generally a positive sign of alignment. However, a Form 4 primarily reports transactional activity and does not provide comprehensive financial or operational updates to warrant a definitive 'buy' or 'sell' recommendation. The tax-related sales are routine. Therefore, maintaining a 'hold' position is prudent until broader financial performance and strategic updates are available.

Keywords

ARKO Corp, ARKO, Arie Kotler, Form 4, Insider Trading, Beneficial Ownership, Restricted Stock Units, Performance Stock Units, Equity Awards, CEO, Director, 10% Owner