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Accel Entertainment (NASDAQ: ACEL) CAO exercises RSUs and withholds shares to cover tax

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Accel Entertainment Chief Accounting Officer Christen Kozlik reported routine equity compensation activity involving Class A-1 Common Stock and restricted stock units (RSUs). On May 15, 2026, Kozlik exercised RSUs to acquire 4,902 shares of Class A-1 Common Stock at no cost. To cover tax obligations, 1,437 shares were disposed of through a tax-withholding transaction at $11.61 per share, which is not an open-market sale. Following these transactions, Kozlik directly held 18,133 shares of Class A-1 Common Stock. The RSUs each represent a contingent right to receive one share, with one-third of the underlying shares scheduled to vest on each of the first three anniversaries of the grant date, subject to continued service.

Positive

  • None.

Negative

  • None.
Insider Kozlik Christen
Role Chief Accounting Officer
Type Security Shares Price Value
Exercise Restricted Stock Units (RSU) 4,902 $11.61 $57K
Exercise Class A-1 Common Stock 4,902 $0.00 --
Tax Withholding Class A-1 Common Stock 1,437 $11.61 $17K
Holdings After Transaction: Restricted Stock Units (RSU) — 4,903 shares (Direct, null); Class A-1 Common Stock — 18,133 shares (Direct, null)
Footnotes (1)
  1. Each restricted stock unit ("RSU") represents a contingent right to receive 1 share of the Issuer's Class A-1 Common Stock upon settlement for no consideration. 1/3 of the shares underlying the RSUs will vest on each of the first three anniversaries of the grant date, in each case subject to the Reporting Person's continued service to the Issuer on each vesting date.
RSU shares exercised 4,902 shares Class A-1 Common Stock from RSU exercise on May 15, 2026
Shares for tax withholding 1,437 shares Disposed in tax-withholding transaction at $11.61 per share
Tax-withholding price $11.61 per share Price for 1,437 shares delivered for tax liability
Post-transaction holdings 18,133 shares Class A-1 Common Stock directly held after transactions
RSU-to-share ratio 1 RSU : 1 share Each RSU converts into one Class A-1 Common share for no consideration
Restricted Stock Units (RSU) financial
"Restricted Stock Units ("RSU") represents a contingent right to receive 1 share"
tax-withholding disposition financial
"transaction_action": "tax-withholding disposition""
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
derivative exercise/conversion financial
"transaction_action": "derivative exercise/conversion""
Class A-1 Common Stock financial
"security_title": "Class A-1 Common Stock""
Class A-1 common stock is a specific type of ordinary share in a company whose exact voting power, dividend rights and transfer rules are set out in the company’s charter. It represents an ownership stake but may carry different rights than other share classes, so two shares with different labels are not always equal. For investors it matters because the share class determines how much influence you have, what income you may receive and how easily you can sell—think of it like different membership tiers that grant varying levels of access and benefits.
contingent right financial
"represents a contingent right to receive 1 share of the Issuer's Class A-1 Common Stock"
SEC Form 4
FORM 4UNITED 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*
Kozlik Christen

(Last)(First)(Middle)
140 TOWER DR.

(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Accounting Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/15/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Class A-1 Common Stock05/15/2026M4,902A$018,133D
Class A-1 Common Stock05/15/2026F1,437D$11.6116,696D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units (RSU)(1)05/15/2026M4,902 (2) (2)Class A-1 Common Stock4,902$11.614,903D
Explanation of Responses:
1. Each restricted stock unit ("RSU") represents a contingent right to receive 1 share of the Issuer's Class A-1 Common Stock upon settlement for no consideration.
2. 1/3 of the shares underlying the RSUs will vest on each of the first three anniversaries of the grant date, in each case subject to the Reporting Person's continued service to the Issuer on each vesting date.
Remarks:
/s/ Derek Harmer, Attorney-in-fact for Christen Kozlik05/18/2026
** Signature of Reporting PersonDate
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)

FAQ

What insider transactions did ACEL’s Christen Kozlik report on this Form 4?

Christen Kozlik reported exercising restricted stock units into 4,902 shares of Accel Entertainment Class A-1 Common Stock and a tax-withholding disposition of 1,437 shares used to satisfy tax obligations, all dated May 15, 2026.

Did ACEL’s Christen Kozlik buy or sell shares on the open market?

No open-market trades were reported. The filing shows a derivative exercise of RSUs into 4,902 shares and a tax-withholding disposition of 1,437 shares, which represents shares withheld for taxes rather than a discretionary market sale.

How many Accel Entertainment shares does Christen Kozlik hold after these transactions?

After the reported transactions, Christen Kozlik directly holds 18,133 shares of Accel Entertainment Class A-1 Common Stock. This reflects the net result of exercising 4,902 RSU-based shares and disposing of 1,437 shares to satisfy tax liabilities.

What are the key details of the RSUs reported by ACEL’s Christen Kozlik?

Each restricted stock unit (RSU) represents a contingent right to receive one share of Class A-1 Common Stock for no consideration. One-third of the underlying shares vests on each of the first three anniversaries of the grant date, subject to continued service.

How many shares were used to cover taxes in ACEL CAO’s Form 4 filing?

The filing shows a tax-withholding disposition of 1,437 shares of Class A-1 Common Stock at $11.61 per share. These shares were delivered to satisfy tax liabilities associated with the RSU-related share delivery, not sold in the open market.

What transaction codes appear in ACEL CAO Christen Kozlik’s Form 4?

The Form 4 includes code M for a derivative exercise/conversion of 4,902 RSUs into common shares and code F for a tax-withholding disposition of 1,437 shares, representing payment of tax liability by delivering securities.