Accel Entertainment (ACEL) awards 55,229 performance stock units to its CEO

Q: What did Accel Entertainment (ACEL) disclose about CEO Mark Phelan in this Form 4?

Accel Entertainment reported a grant of 55,229 performance-based restricted stock units (PSUs) to President and CEO Mark T. Phelan. These PSUs may convert into Class A-1 common shares if service and performance conditions are satisfied.

Q: How many PSUs were granted to the ACEL CEO and what do they represent?

Mark T. Phelan received 55,229 PSUs , each representing a contingent right to one share of Accel Entertainment’s Class A-1 common stock. Settlement occurs for no consideration if vesting conditions are met.

Q: What are the vesting conditions for the ACEL CEO’s 55,229 PSUs?

The PSUs generally vest only if Mark T. Phelan remains in service through December 31, 2028 and Accel’s Class A-1 common stock reaches specified price-per-share targets during the defined performance period.

Q: What is the performance period for the Accel Entertainment (ACEL) PSU award?

The PSUs use a three-year performance period from January 1, 2026 through December 31, 2028 . Stock price targets during this period determine how many units ultimately vest, if any.

Q: What is the ownership status after the ACEL PSU grant to the CEO?

Following this transaction, the Form 4 reports 55,229 PSUs held directly. These are derivative securities that may convert into Class A-1 common shares upon settlement if vesting and performance conditions are achieved.

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Phelan Mark T. reported acquisition or exercise transactions in this Form 4 filing.

Accel Entertainment, Inc. reported that President and CEO Mark T. Phelan received a grant of 55,229 performance-based restricted stock units (PSUs). Each PSU represents a contingent right to receive one share of Class A-1 common stock for no consideration, subject to continued service through December 31, 2028 and achievement of specified share-price targets during a performance period from January 1, 2026 to December 31, 2028. The number of PSUs that ultimately vest may range from 0% to 300% of the target amount, or above 300% in the event of extraordinary performance.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Phelan Mark T.

Role President and CEO

Type	Security	Shares	Price	Value
Grant/Award	Performance-based Restricted Stock Unit (PSU) ^F1	55,229	$0.00	$0.00

Holdings After Transaction: Performance-based Restricted Stock Unit (PSU) — 55,229 shares (Direct)

Footnotes (1)

F1. Each performance-based restricted stock unit ("PSU") represents the contingent right to receive one share of the Issuer's Class A-1 common stock upon settlement for no consideration. The PSUs generally vest subject to the Reporting Person's continued service to the Issuer through December 31, 2028 and the Issuer's Class A-1 common stock achieving specified price per share targets during the three-year performance period running January 1, 2026 through December 31, 2028. The number of PSUs that ultimately vest may range from 0% to 300% of the target number reported here (or greater than 300% in the event of extraordinary performance).

Key Figures

PSUs granted: 55,229 units Vesting service date: December 31, 2028 Performance period start: January 1, 2026 +3 more

6 metrics

PSUs granted 55,229 units Performance-based restricted stock units granted to President and CEO Mark T. Phelan

Vesting service date December 31, 2028 Continued service required through this date for PSUs to generally vest

Performance period start January 1, 2026 Beginning of the three-year performance period for PSU award

Performance period end December 31, 2028 End of the three-year performance period for PSU award

Vesting range 0% to 300% of target Possible PSU vesting outcome relative to 55,229 target units, or higher for extraordinary performance

Price per PSU $0.0000 PSUs settle into Class A-1 common stock for no consideration if vested

Key Terms

Performance-based Restricted Stock Unit (PSU), contingent right, performance period

3 terms

Performance-based Restricted Stock Unit (PSU) financial

"Each performance-based restricted stock unit ("PSU") represents the contingent right"

contingent right financial

"represents the contingent right to receive one share of the Issuer's Class A-1"

performance period financial

"during the three-year performance period running January 1, 2026 through"

The performance period is the specific time span over which an investment’s results, an employee’s targets, or a fund’s returns are measured and judged. It matters to investors because the length and start/end of that window determine which gains or losses count toward performance fees, bonus payouts, or benchmark comparisons—much like timing a race decides who wins, the chosen period can change whether results look strong or weak.

FAQ

What did Accel Entertainment (ACEL) disclose about CEO Mark Phelan in this Form 4?

Accel Entertainment reported a grant of 55,229 performance-based restricted stock units (PSUs) to President and CEO Mark T. Phelan. These PSUs may convert into Class A-1 common shares if service and performance conditions are satisfied.

How many PSUs were granted to the ACEL CEO and what do they represent?

Mark T. Phelan received 55,229 PSUs, each representing a contingent right to one share of Accel Entertainment’s Class A-1 common stock. Settlement occurs for no consideration if vesting conditions are met.

What are the vesting conditions for the ACEL CEO’s 55,229 PSUs?

The PSUs generally vest only if Mark T. Phelan remains in service through December 31, 2028 and Accel’s Class A-1 common stock reaches specified price-per-share targets during the defined performance period.

What is the performance period for the Accel Entertainment (ACEL) PSU award?

The PSUs use a three-year performance period from January 1, 2026 through December 31, 2028. Stock price targets during this period determine how many units ultimately vest, if any.

How much of the ACEL CEO’s PSU award can ultimately vest?

The number of PSUs that ultimately vest may range from 0% to 300% of the 55,229 target units, with the potential to exceed 300% in the event of extraordinary performance, according to the disclosure.

What is the ownership status after the ACEL PSU grant to the CEO?

Following this transaction, the Form 4 reports 55,229 PSUs held directly. These are derivative securities that may convert into Class A-1 common shares upon settlement if vesting and performance conditions are achieved.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 08/11/2026 - 08:26 PM Accepted by SEC EDGAR 08/11/2026 - 08:26 PM

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^*

Phelan Mark T.

(Last)

(First)

(Middle)

C/O ACCEL ENTERTAINMENT, INC.

140 TOWER DRIVE

(Street)

BURR RIDGE

ILLINOIS

60527

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Accel Entertainment, Inc. [ ACEL ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	President and CEO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/10/2026

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

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

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

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Performance-based Restricted Stock Unit (PSU)	⁽¹⁾	08/10/2026		A		55,229		⁽¹⁾	⁽¹⁾	Class A-1 Common Stock	55,229	$0	55,229	D

Explanation of Responses:

1. Each performance-based restricted stock unit ("PSU") represents the contingent right to receive one share of the Issuer's Class A-1 common stock upon settlement for no consideration. The PSUs generally vest subject to the Reporting Person's continued service to the Issuer through December 31, 2028 and the Issuer's Class A-1 common stock achieving specified price per share targets during the three-year performance period running January 1, 2026 through December 31, 2028. The number of PSUs that ultimately vest may range from 0% to 300% of the target number reported here (or greater than 300% in the event of extraordinary performance).

Remarks:

	/s/Derek Harmer, Attorney-in-Fact for Mark T. Phelan	08/11/2026
	** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR