Advance Auto Parts (AAP) EVP receives 11,456-share restricted stock award

Rhea-AI Filing Summary

Starnes Bruce reported acquisition or exercise transactions in this Form 4 filing.

Advance Auto Parts executive Bruce Starnes, EVP and Chief Merchant, reported an equity grant of 11,456 shares of common stock on February 17, 2026. The shares were valued at $56.74 per share for reporting purposes and are held as direct ownership, bringing his total direct holdings to 47,557 shares.

The award consists of time-based restricted stock units that represent 50% of a target equity award, with the remaining 50% in performance-based RSUs that are not reported here. The time-based RSUs vest in three roughly equal annual installments starting one year from the grant date, while the performance-based RSUs may vest on the third anniversary if pre-determined financial performance targets are achieved and certified by the Compensation Committee, with the 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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

Starnes Bruce

(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 Merchant

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		11,456(1)	A	$56.74	47,557	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 Bruce Starnes	02/19/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did Advance Auto Parts (AAP) executive Bruce Starnes report on this Form 4?

Bruce Starnes reported receiving an equity award of 11,456 shares of Advance Auto Parts common stock. These are time-based restricted stock units granted at a reference price of $56.74 per share and increase his direct holdings to 47,557 shares after the transaction.

Is Bruce Starnes’ Form 4 transaction in AAP stock a market purchase or an award?

The Form 4 shows a grant or award of 11,456 time-based restricted stock units, not an open-market stock purchase. The transaction code “A” signifies a grant, award, or other acquisition, with vesting and performance conditions rather than an immediate cash purchase of shares.

How do the restricted stock units granted to AAP’s Bruce Starnes vest?

The time-based restricted stock units vest in three approximately equal annual installments beginning one year from the grant date. This structure is designed to spread vesting over three years, aligning ongoing service with the timing of share delivery to the executive.

What performance-based equity is linked to Bruce Starnes’ AAP award?

The disclosed 11,456 time-based RSUs represent 50% of a target equity award, with the remaining 50% in performance-based RSUs not reported on this Form 4. Those performance units may vest on the third anniversary if specified financial performance targets are achieved and certified.

Who oversees performance conditions for Bruce Starnes’ AAP performance-based RSUs?

Vesting of Bruce Starnes’ performance-based restricted stock units depends on Advance Auto Parts achieving pre-determined financial targets. The company’s Compensation Committee must certify results, and there is potential for above-target share vesting when performance is described as exceptional.

How many Advance Auto Parts shares does Bruce Starnes hold after this Form 4 transaction?

After this equity grant, Bruce Starnes directly holds 47,557 shares of Advance Auto Parts common stock. This figure includes the newly awarded 11,456 time-based restricted stock units reported, as reflected in the total shares following the transaction field in the filing.