Form 4: Winmark Director Sells Shares Under 10b5-1 Plan

Sentiment:

Insider Transaction Report 3 March 2026 5:06 PM

Winmark Corp Director Percy C. Tomlinson Jr. sold 1,660 shares of common stock for $460.52 per share on March 3, 2026, as part of a pre-arranged trading plan.

Summary

Percy C. Tomlinson Jr., a Director of Winmark Corp (WINA), reported a transaction.
On March 3, 2026, Tomlinson Jr. sold 1,660 shares of Winmark Corp Common Stock.
The shares were sold at a price of $460.52 per share.
Following this transaction, Tomlinson Jr. directly owns 800 shares of Common Stock.
The transaction was made pursuant to a Rule 10b5-1(c) contract, instruction, or written plan.
Tomlinson Jr. also holds several Non-Employee Stock Options with various exercise prices and expiration dates, which become exercisable at 25% per year over four years.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral event. While an insider sale can sometimes be perceived negatively, the disclosure that it was executed under a pre-arranged 10b5-1 plan suggests a planned liquidity event rather than a reaction to adverse company-specific news.

Positives

The transaction was executed under a Rule 10b5-1 plan, indicating it was pre-scheduled and not based on immediate insider information. This suggests a planned liquidity event rather than a reaction to negative news.

Negatives

A director selling shares, even under a 10b5-1 plan, can sometimes be perceived by the market as a lack of confidence, although this is mitigated by the pre-planned nature.

Future Outlook

This Form 4 filing does not contain forward-looking statements or guidance.

Industry Context

StockSavvy.ai notes that insider sales, particularly by directors, are routinely monitored by investors for signals regarding management's confidence in the company's future prospects. While a sale under a 10b5-1 plan mitigates concerns about opportunistic timing, the sheer volume of shares sold can still draw attention.

Comparison to Industry Standards

This filing is a standard Form 4 for an insider transaction. There are no specific company or project results to compare to global benchmarks. The transaction itself is a routine disclosure for insider activity.

Stakeholder Impact

Shareholders may interpret the director's sale as a signal, though the 10b5-1 plan mitigates concerns about opportunistic selling.
The transaction itself does not directly impact employees, customers, suppliers, or creditors.

Key Dates

Date	Description
12/14/2022	Date exercisable for 5,400 Non-Employee Stock Options with an exercise price of $242.58.
06/01/2023	Date exercisable for 220 Non-Employee Stock Options with an exercise price of $197.80.
12/12/2023	Date exercisable for 620 Non-Employee Stock Options with an exercise price of $238.60.
06/01/2024	Date exercisable for 380 Non-Employee Stock Options with an exercise price of $325.99.
12/11/2024	Date exercisable for 240 Non-Employee Stock Options with an exercise price of $446.68.
06/01/2025	Date exercisable for 300 Non-Employee Stock Options with an exercise price of $355.90.
12/09/2025	Date exercisable for 300 Non-Employee Stock Options with an exercise price of $400.97.
03/03/2026	Date of common stock sale by Percy C. Tomlinson Jr.
06/01/2026	Date exercisable for 280 Non-Employee Stock Options with an exercise price of $424.82.
12/15/2026	Date exercisable for 256 Non-Employee Stock Options with an exercise price of $444.54.
12/14/2031	Expiration date for 5,400 Non-Employee Stock Options.
06/01/2032	Expiration date for 220 Non-Employee Stock Options.
12/12/2032	Expiration date for 620 Non-Employee Stock Options.
06/01/2033	Expiration date for 380 Non-Employee Stock Options.
12/11/2033	Expiration date for 240 Non-Employee Stock Options.
06/01/2034	Expiration date for 300 Non-Employee Stock Options.
12/09/2034	Expiration date for 300 Non-Employee Stock Options.
06/01/2035	Expiration date for 280 Non-Employee Stock Options.
12/15/2035	Expiration date for 256 Non-Employee Stock Options.

Recommendation

hold

The sale by a director, even under a 10b5-1 plan, is a data point for investors. However, without additional context on the company's performance or other market factors, this single transaction does not warrant a strong buy or sell recommendation. It's a pre-planned liquidity event, suggesting a 'hold' stance to observe broader company developments.

Keywords

Winmark Corp, WINA, SEC Form 4, Insider Trading, Stock Sale, Director Transaction, Percy C. Tomlinson Jr., 10b5-1 Plan, Common Stock, Stock Options

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