Form 4: Atkore CEO Acquires 40,835 RSUs, Sells Shares for Tax

Atkore Inc.'s President and CEO, William E. Waltz Jr., acquired 40,835 restricted stock units and disposed of 4,832 shares for tax withholding.

Summary

• William E. Waltz Jr., President and CEO, and a Director of Atkore Inc. (ATKR), reported transactions involving the company's common stock.
• On November 17, 2025, Waltz acquired 40,835 restricted stock units (RSUs) at a price of $0 per unit.
• These RSUs are scheduled to vest ratably in three installments on each anniversary of November 17, 2025, contingent on continued employment.
• The RSUs will settle into common stock no later than March 15th of the calendar year following vesting.
• On November 18, 2025, Waltz disposed of 4,832 shares of common stock at a price of $65.1 per share.
• This disposition was for the purpose of paying withholding taxes on vested restricted stock units and is exempt under Rule 16b-3.
• Following these transactions, Waltz directly beneficially owns 135,443.52 shares of common stock, which includes unvested RSUs and accrued dividend equivalent units.
• Additionally, 23,836 shares are indirectly beneficially owned through a trust for which Waltz's spouse is the beneficiary; Waltz disclaims beneficial ownership except for his pecuniary interest.

Sentiment

Score: 7

Explanation: The sentiment is moderately positive due to the CEO's acquisition of a significant number of restricted stock units, which aligns his interests with long-term shareholder value. The disposition of shares for tax purposes is a neutral, routine event.

Positives

• The acquisition of 40,835 restricted stock units by the President and CEO indicates a continued alignment of management's interests with those of shareholders.
• The vesting schedule over three years ties a significant portion of the CEO's compensation to the company's long-term performance and continued employment.

Negatives

• The disposition of 4,832 shares was solely for tax withholding purposes, which is a standard practice and not indicative of a negative outlook on the stock.

Future Outlook

The acquired restricted stock units are subject to a three-year ratable vesting schedule, with settlement into common stock occurring no later than March 15th of the calendar year following vesting. This structure aligns future compensation with the company's performance over the coming years.

Management Comments

• The filing details the direct and indirect beneficial ownership of William E. Waltz Jr., President and CEO, following the reported transactions.
• The disposition of shares was explicitly for the payment of withholding taxes on vested restricted stock units, a routine and legally compliant action.

Industry Context

This Form 4 filing reflects a standard executive compensation event, where a CEO receives equity awards (RSUs) as part of their compensation package and subsequently disposes of a portion of shares to cover tax obligations upon vesting. Such transactions are common across publicly traded companies and are closely watched by investors for insights into management's stake and confidence in the company.

Related Party Transactions

• 23,836 shares are indirectly beneficially owned by William E. Waltz Jr. through a trust for which his spouse is the beneficiary. Waltz disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest therein.

Stakeholder Impact

• Shareholders: The acquisition of RSUs by the CEO increases insider ownership, potentially signaling management's confidence in the company's future and aligning executive incentives with shareholder returns.
• Employees: The vesting schedule tied to continued employment reinforces stability in executive leadership.

Next Steps

• The acquired restricted stock units will vest in three annual installments starting November 17, 2025.
• The RSUs will settle into common stock no later than March 15th of the calendar year immediately following the calendar year in which vesting occurs.

Key Dates

Keywords

Atkore Inc., ATKR, William E. Waltz Jr., Restricted Stock Units, RSU, Insider Transaction, Executive Compensation, Form 4, Stock Acquisition, Tax Withholding