Accel Entertainment insider sale: CEO unloads 15k shares

Rhea-AI Filing Summary

Accel Entertainment (ACEL) Form 4 filing: CEO, President and 10% owner Andrew H. Rubenstein sold 15,000 Class A-1 common shares on 21 Jul 2025 at a volume-weighted average price of $12.5546 (range $12.51-$12.62). The transaction was executed under a Rule 10b5-1 trading plan adopted 26 Dec 2024. Following the sale, Rubenstein directly owns 3,982,934 shares, a reduction of roughly 0.4% of his stake. No derivative positions were reported. Given the limited size and pre-planned nature of the trade, the transaction is unlikely to materially affect the company’s share-supply dynamics, but investors may track future insider activity for any emerging trends.

Insights

Securities Analyst

TL;DR: Small, pre-planned insider sale; neutral valuation impact.

The 15k-share disposition represents less than 0.4% of Rubenstein’s direct ownership and was executed under a 10b5-1 plan, signalling routine liquidity rather than a negative signal on fundamentals. Insider still holds nearly 4 million shares, preserving strong alignment with shareholders. I do not expect meaningful pricing pressure or changes to consensus estimates from this filing.

Corporate Governance Expert

TL;DR: 10b5-1 plan mitigates governance concerns; impact neutral.

Use of an established 10b5-1 program shows compliance with best-practice trading protocols, reducing the risk of material-information misuse. The modest sale size, transparent pricing disclosure and continued 10% ownership suggest no governance red flags. Monitoring cumulative insider activity over time remains prudent, but this isolated event is not impactful.

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).

1. Name and Address of Reporting Person^*

Rubenstein Andrew H.

(Last) (First) (Middle)

C/O ACCEL ENTERTAINMENT, INC.

140 TOWER DRIVE

(Street)

BURR RIDGE IL 60527

(City) (State) (Zip)

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

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

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

3. Date of Earliest Transaction (Month/Day/Year)
07/21/2025

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
Class A-1 Common Stock	07/21/2025		S(1)		15,000	D	$12.5546(2)	3,982,934	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 shares were sold pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 26, 2024. The 10b5-1 plan included a representation from the Reporting Person to the broker administering the plan that the Reporting Person was not in possession of any material nonpublic information regarding the Issuer or the securities subject to the plan. That representation was made as of the date of the adoption of the 10b5-1 plan, and speaks only as of that date. In making that representation, there is no assurance with respect to any material nonpublic information of which the Reporting Person was unaware, or with respect to any material nonpublic information acquired by the Reporting Person after the date of the representation.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $12.51 to $12.62, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth herein.

Remarks:

	/s/ Derek Harmer, Attorney-in-Fact for Andrew Rubenstein	07/21/2025
	** 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

How many ACEL shares did CEO Andrew Rubenstein sell?

He sold 15,000 Class A-1 common shares.

What was the average sale price reported in the Form 4?

The volume-weighted average price was $12.5546.

How many Accel Entertainment shares does Rubenstein own after the sale?

He now directly owns 3,982,934 shares.

Was the transaction conducted under a Rule 10b5-1 trading plan?

Yes, the plan was adopted on 26 Dec 2024.

Does this sale materially change insider ownership levels at ACEL?

The sale reduced Rubenstein’s stake by ~0.4%, so overall insider ownership remains largely unchanged.