Form 4: BJ's Wholesale Executive Reports Stock Transactions
Statement of Changes in Beneficial Ownership
William C. Werner, EVP of Strategy & Development at BJ's Wholesale Club Holdings, Inc., reported transactions involving the acquisition and disposition of company stock.
Summary
- William C. Werner, EVP, Strategy & Development at BJ's Wholesale Club Holdings, Inc., engaged in several stock transactions on April 1, 2026.
- He acquired 7,860 shares of common stock with a reported value of $0, representing shares issued in settlement of performance share units granted in 2023 that vested upon meeting performance conditions.
- Additionally, 7,495 shares were disposed of at a price of $94.61 per share, which were withheld by the Issuer for the payment of tax liabilities related to the vesting of performance share units, restricted stock units, and restricted stock awards.
- Werner also acquired 6,870 restricted stock units, granted on April 1, 2026, which will vest over three years.
- Following these transactions, Werner beneficially owns 50,863 shares of common stock directly.
Sentiment
Score: 5
Explanation: StockSavvy.ai views this as a neutral filing, as it primarily details routine stock transactions related to executive compensation and tax obligations rather than significant strategic shifts or performance indicators.
Positives
- Vesting of performance share units indicates achievement of company performance goals.
- Acquisition of restricted stock units suggests continued incentive alignment with long-term company performance.
- The executive's continued ownership of a significant number of shares (50,863) demonstrates ongoing commitment.
Negatives
- Disposition of 7,495 shares for tax withholding indicates a tax liability event for the executive, reducing immediate shareholding.
- The reported price of $94.61 for disposed shares may reflect a market value at the time of the transaction.
Risks
- The withholding of shares for tax liabilities is a standard event but reduces the executive's direct share count.
- Future vesting of restricted stock units is contingent on continued employment and company performance.
Future Outlook
The filing indicates that 6,870 restricted stock units were granted on April 1, 2026, which will vest in one-third increments on each of the first, second, and third anniversaries of the grant date, suggesting a forward-looking incentive structure.
Industry Context
StockSavvy.ai notes that Form 4 filings are routine disclosures for executives and directors, detailing changes in their beneficial ownership of company stock. These transactions, particularly those involving performance-based awards and tax withholdings, are common within the retail sector as part of executive compensation strategies.
Stakeholder Impact
- Shareholders: The transactions do not directly indicate a change in the company's overall financial health but reflect standard executive compensation practices.
- Employees: The vesting of performance share units and restricted stock units can be seen as a positive indicator for employees whose compensation is tied to similar programs.
- Management: The executive is managing tax liabilities associated with compensation awards.
Next Steps
- Vesting of 1/3 of the granted restricted stock units on each of the first, second, and third anniversaries of April 1, 2026.
Key Dates
| Date | Description |
|---|---|
| 04/01/2026 | Earliest transaction date reported, including acquisition of performance share units, disposition of shares for tax withholding, and grant of restricted stock units. |
| 04/03/2026 | Date the Form 4 was signed by the reporting person's attorney-in-fact. |
Keywords
Form 4, SEC Filing, BJ's Wholesale Club Holdings, William C. Werner, Stock Transaction, Beneficial Ownership, Performance Share Units, Restricted Stock Units, Insider Trading, Executive Compensation
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