WINA.NASDAQWinmark CORP

Form 4: Winmark CFO Granted New Stock Options

Sentiment:

Insider Transaction Report

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Winmark Corp's Chief Financial Officer, Anthony D. Ishaug, received a grant of 1,712 employee stock options with a $444.54 exercise price, vesting over four years.

Summary

  • Anthony D. Ishaug, Chief Financial Officer of Winmark Corp (WINA), reported changes in his beneficial ownership of company securities.
  • He was granted 1,712 employee stock options on December 15, 2025, with an exercise price of $444.54 per share.
  • These newly granted options will vest at a rate of 25% per year over four years, with the first vesting occurring on December 15, 2026, and will expire on December 15, 2035.
  • Following this transaction, Mr. Ishaug directly holds 66,483 shares of Winmark Corp common stock.
  • He also beneficially owns a total of 61,326 employee stock options, including the recent grant, with various exercise prices ranging from $98.25 to $444.54 and expiration dates extending up to December 15, 2035.

Sentiment

Score: 7

Explanation: The filing reports a routine grant of stock options to a key executive, which is generally viewed as a positive for aligning management incentives with shareholder interests. It does not contain any negative news or significant unexpected events that would alter the company's fundamental outlook.

Positives

  • The grant of new stock options to the Chief Financial Officer aligns management's long-term financial interests with those of shareholders, incentivizing sustained company performance.
  • The four-year vesting schedule promotes executive retention and a focus on long-term strategic goals.

Future Outlook

This Form 4 filing does not contain any forward-looking statements or guidance regarding the company's future financial performance or strategic outlook beyond the vesting and expiration dates of the reported stock options.

Industry Context

This filing represents a routine insider transaction, specifically an executive compensation event, which is a standard practice across publicly traded companies in all industries. It reflects the company's ongoing strategy to incentivize its leadership through equity-based awards, aligning executive interests with long-term shareholder value.

Comparison to Industry Standards

  • The grant of stock options as a component of executive compensation is a widely adopted practice across various industries, including retail and franchising, where Winmark Corp operates.
  • A vesting schedule of 25% per year over four years is a common structure for equity awards, designed to promote executive retention and long-term performance, comparable to incentive plans at companies like AutoZone (AZO) or O'Reilly Automotive (ORLY) in the retail sector.
  • The exercise price for the newly granted options, set at $444.54, is typically the market price on the grant date, which is standard for 'at-the-money' incentive stock options.

Stakeholder Impact

  • Shareholders: The equity grant aligns the CFO's financial incentives with the company's stock performance, potentially fostering decisions that enhance long-term shareholder value.
  • Employees: The routine nature of executive compensation grants may signal stability in leadership and consistent compensation practices within the company.

Next Steps

  • The 1,712 employee stock options granted on December 15, 2025, will begin vesting on December 15, 2026, at a rate of 25% per year.
  • These options will remain exercisable until their expiration date of December 15, 2035.

Key Dates

DateDescription
06/01/2017Grant date for 3,293 employee stock options with an exercise price of $98.25.
12/12/2017Grant date for 6,800 employee stock options with an exercise price of $125.50.
06/01/2018Grant date for 4,184 employee stock options with an exercise price of $122.50.
12/11/2018Grant date for 5,000 employee stock options with an exercise price of $134.25.
06/01/2019Grant date for 4,302 employee stock options with an exercise price of $143.20.
12/11/2019Grant date for 5,000 employee stock options with an exercise price of $156.00.
06/01/2020Grant date for 3,394 employee stock options with an exercise price of $164.84.
12/16/2020Grant date for 4,000 employee stock options with an exercise price of $176.20.
06/01/2021Grant date for 3,305 employee stock options with an exercise price of $143.87.
12/14/2021Grant date for 4,000 employee stock options with an exercise price of $183.87.
06/01/2022Grant date for 3,490 employee stock options with an exercise price of $195.82.
12/13/2022Grant date for 5,700 employee stock options with an exercise price of $261.32.
06/01/2023Grant date for 5,920 employee stock options with an exercise price of $197.80.
12/12/2023Grant date for 3,780 employee stock options with an exercise price of $238.60.
06/01/2024Grant date for 2,600 employee stock options with an exercise price of $325.99.
06/01/2025Grant date for 2,260 employee stock options with an exercise price of $355.90.
12/09/2025Grant date for 2,060 employee stock options with an exercise price of $400.97.
12/15/2025Filing date of the Form 4 and grant date for 1,712 employee stock options with an exercise price of $444.54.
06/01/2026Grant date for 1,888 employee stock options with an exercise price of $424.82; expiration date for 3,293 employee stock options granted on 06/01/2017.
12/12/2026Expiration date for 6,800 employee stock options granted on 12/12/2017.
12/15/2026First vesting date for the 1,712 employee stock options granted on 12/15/2025.
06/06/2027Expiration date for 4,184 employee stock options granted on 06/01/2018.
12/11/2027Expiration date for 5,000 employee stock options granted on 12/11/2018.
06/01/2028Expiration date for 4,302 employee stock options granted on 06/01/2019.
12/11/2028Expiration date for 5,000 employee stock options granted on 12/11/2019.
06/01/2029Expiration date for 3,394 employee stock options granted on 06/01/2020.
12/16/2029Expiration date for 4,000 employee stock options granted on 12/16/2020.
06/01/2030Expiration date for 3,305 employee stock options granted on 06/01/2021.
12/14/2030Expiration date for 4,000 employee stock options granted on 12/14/2021.
06/01/2031Expiration date for 3,490 employee stock options granted on 06/01/2022.
12/13/2031Expiration date for 5,700 employee stock options granted on 12/13/2022.
06/01/2032Expiration date for 5,920 employee stock options granted on 06/01/2023.
12/12/2032Expiration date for 3,780 employee stock options granted on 12/12/2023.
06/01/2033Expiration date for 2,600 employee stock options granted on 06/01/2024.
06/01/2034Expiration date for 2,260 employee stock options granted on 06/01/2025.
12/09/2034Expiration date for 2,060 employee stock options granted on 12/09/2025.
06/01/2035Expiration date for 1,888 employee stock options granted on 06/01/2026.
12/15/2035Expiration date for 1,712 employee stock options granted on 12/15/2025.

Recommendation

hold

This Form 4 filing details a standard grant of stock options to a key executive, which is a routine compensation event. While it positively aligns management incentives with shareholder interests, it does not introduce new material information regarding the company's operational performance, financial health, or strategic direction that would warrant a change in an investor's current position. Therefore, a 'hold' recommendation is appropriate as this filing alone does not provide a catalyst for a 'buy' or 'sell' decision.

Keywords

Winmark Corp, WINA, Anthony D. Ishaug, CFO, Stock Options, Executive Compensation, Insider Transaction, SEC Form 4, Beneficial Ownership

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