Form 4: Ross Stores Executive Michael Hartshorn Reports Stock Award and Tax Withholding

Michael J. Hartshorn, Group President and COO of Ross Stores, Inc., reports the acquisition of shares through a performance award and the subsequent disposal of shares to cover tax obligations.

Summary

• On March 21, 2025, Michael J. Hartshorn, Group President and COO of Ross Stores, Inc., acquired 25,438 shares of common stock as part of a performance award under the 2017 Equity Incentive Plan.
• The shares were awarded at a price of $0.
• Following the acquisition, 18,309 shares were disposed of on the same day to satisfy tax withholding obligations at a price of $123.54 per share.
• After these transactions, Hartshorn directly owns 146,583 shares of Ross Stores, Inc.
• The performance award shares vest in three tranches: 7,632 shares on March 21, 2025, 7,632 shares on March 20, 2026, and 10,174 shares on March 19, 2027.

Sentiment

Score: 7

Explanation: The sentiment is neutral to slightly positive. The stock award suggests confidence in the executive's performance and the company's outlook, while the tax withholding is a routine transaction.

Positives

• The acquisition of shares through a performance award indicates confidence in the company's future performance.

Negatives

• The disposal of shares to cover tax obligations, while standard practice, slightly reduces Hartshorn's holdings.

Risks

• There are no specific risks mentioned in this document.

Future Outlook

The document does not contain specific forward-looking statements, but the vesting schedule of the performance award suggests a multi-year commitment.

Industry Context

Form 4 filings are routine disclosures required by the SEC to ensure transparency in insider trading activities. This filing indicates standard compensation practices for executives at Ross Stores.

Comparison to Industry Standards

• Stock awards and equity incentive plans are common compensation tools used by companies like Ross Stores (ROST), TJX Companies (TJX), and Burlington Stores (BURL) to align executive interests with shareholder value.
• The vesting schedules and terms of these awards often vary, but the underlying principle is to incentivize long-term performance and retention.
• Tax withholding practices related to stock awards are also standard across the industry, with companies typically offering mechanisms for executives to cover their tax obligations through the sale of a portion of the awarded shares.

Stakeholder Impact

• The stock award aligns executive interests with shareholder value.
• The tax withholding has a minimal impact on the overall shareholding structure.

Key Dates

Keywords

Ross Stores, ROST, Michael Hartshorn, Form 4, Stock Award, Equity Incentive Plan, Tax Withholding, Insider Trading