Advance Auto Parts (AAP) CFO receives 16,744 stock units in equity award

Rhea-AI Filing Summary

Advance Auto Parts executive vice president and chief financial officer Ryan P. Grimsland reported an equity award tied to 16,744 shares of common stock, classified as a grant or other acquisition. After this award, his directly held common stock totaled 69,646 shares.

The footnote explains that this target equity award is split into 50% time-based restricted stock units (RSUs) and 50% performance-based RSUs, with some performance-based RSUs not reported in this Form 4. The time-based RSUs vest in three approximately equal annual installments beginning one year from the grant date. The performance-based RSUs may vest on the third anniversary of the grant date if specified financial performance targets are achieved and certified by the compensation committee, with potential for above-target vesting for exceptional performance.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Grimsland Ryan P

(Last) (First) (Middle)

4200 SIX FORKS ROAD

(Street)

RALEIGH NC 27609

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ADVANCE AUTO PARTS INC [ AAP ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/17/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/17/2026		A		16,744(1)	A	$56.74	69,646	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The reported amount of time-based restricted stock units (RSUs) along with performance-based RSUs not reported on this Form 4, collectively, represent 50% and 50% portions, respectively, of a target equity award. The time-based RSUs are subject to time vesting in three approximately equal annual installments beginning one year from the grant date. The performance-based RSUs may vest on the third anniversary of the grant date, if the registrant achieves certain pre-determined financial performance targets, subject to certification by the registrant's Compensation Committee, including the potential for vesting of above-target level shares for exceptional performance.

Remarks:

	/s/ Amanda L. Keister, as Attorney-in-Fact for Ryan P. Grimsland	02/19/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did Advance Auto Parts (AAP) report for Ryan P. Grimsland?

Advance Auto Parts reported that CFO Ryan P. Grimsland received an equity award tied to 16,744 shares of common stock. This was classified as a grant or other acquisition, increasing his directly held common stock position to 69,646 shares after the transaction.

How is the new equity award to AAP CFO Ryan P. Grimsland structured?

The award is structured as a target equity grant split into 50% time-based RSUs and 50% performance-based RSUs. The performance-based portion includes RSUs not reported on this Form 4 and depends on achieving pre-determined financial performance targets approved by the compensation committee.

What are the vesting terms for Ryan P. Grimsland’s time-based RSUs at Advance Auto Parts (AAP)?

The time-based restricted stock units vest in three approximately equal annual installments. Vesting starts one year from the grant date, meaning the award converts into shares over a three-year period, assuming continued service and satisfaction of the time-based conditions.

When can the performance-based RSUs for AAP CFO Ryan P. Grimsland vest?

The performance-based RSUs may vest on the third anniversary of the grant date. Vesting requires that Advance Auto Parts achieve specified financial performance targets and that the compensation committee certifies results, with potential for above-target share vesting for exceptional performance.

How many Advance Auto Parts (AAP) shares does Ryan P. Grimsland hold after this Form 4 transaction?

Following this grant-related transaction, Ryan P. Grimsland directly holds 69,646 shares of Advance Auto Parts common stock. This total reflects the reported 16,744-share equity award classified as a grant or other acquisition of common stock.

Is Ryan P. Grimsland’s Form 4 transaction an open-market stock purchase of AAP shares?

No, the transaction is reported under code “A” as a grant, award, or other acquisition. The filing describes it as a target equity award of restricted stock units, rather than an open-market purchase of Advance Auto Parts common stock.