Form 4: Caleres CEO Sells Shares for Tax Obligations

Caleres President and CEO John W. Schmidt disposed of 14,693 shares of common stock at $13.94 per share to cover tax liabilities, as part of a pre-arranged plan.

Summary

• John W. Schmidt, President & CEO and Director of Caleres Inc. (CAL), reported a disposition of common stock.
• On January 13, 2026, Schmidt disposed of 14,693 shares of Caleres common stock.
• The transaction was executed at a price of $13.94 per share.
• The transaction code "F" indicates the shares were disposed of to cover tax liabilities incident to the receipt, exercise, or vesting of a security.
• Following this transaction, Schmidt directly beneficially owns 438,787 shares of common stock.
• Additionally, Schmidt indirectly holds 2,500 shares through his spouse and 6,019 shares through a 401(k) Plan.
• The transaction was made pursuant to a Rule 10b5-1(c) plan, indicating it was pre-arranged.

Sentiment

Score: 5

Explanation: The transaction is neutral as it represents a routine disposition of shares by an executive to cover tax liabilities, executed under a pre-arranged 10b5-1 plan. It does not indicate a change in management's outlook or a significant shift in their overall beneficial ownership.

Positives

• The transaction was executed under a Rule 10b5-1(c) plan, suggesting a pre-scheduled and non-discretionary sale, which can reduce concerns about insider trading motives.
• The disposition was for tax liabilities, a common and expected event for executives receiving equity compensation.

Negatives

• A reduction in direct beneficial ownership by a key executive, even for tax purposes, slightly decreases their direct equity stake in the company.

Future Outlook

NA

Industry Context

NA

Stakeholder Impact

• Shareholders: Minimal direct impact. The sale is for tax purposes and pre-arranged, not signaling a change in executive confidence. The overall beneficial ownership remains substantial.

Key Dates

Recommendation

This Form 4 filing details a routine, pre-scheduled disposition of shares by the CEO to cover tax obligations. Such transactions are common for executives receiving equity compensation and do not typically signal a change in the company's fundamentals or management's long-term outlook. The transaction is neutral in its implications for the stock's valuation or future performance, thus a 'hold' recommendation is appropriate based solely on this filing.

Keywords

Caleres, CAL, John W. Schmidt, Insider Trading, Form 4, Stock Sale, CEO, Director, Equity Compensation, Tax Liability, 10b5-1 Plan