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[Form 4] Accel Entertainment, Inc. Insider Trading Activity

Filing Impact
(Neutral)
Filing Sentiment
(Negative)
Form Type
4
Rhea-AI Filing Summary

David W. Ruttenberg, a director of Accel Entertainment, Inc. (ACEL), reported sales of Class A-1 common stock on 08/15/2025 under a Rule 10b5-1 trading plan adopted on December 15, 2023. The report shows two sale entries of 12,500 shares each (total 25,000 shares) at a weighted-average price of $11.1003, with individual sale prices in the range $11.00 to $11.21. The filings list post-transaction beneficial holdings held indirectly: 260,635 shares associated with Crilly Court Trust and 400,526 shares associated with Grant Place Fund LLC, with Ruttenberg disclaiming beneficial ownership except for his pecuniary interest. The sales were executed pursuant to the pre-established 10b5-1 plan and the Form 4 was signed by an attorney-in-fact on 08/18/2025.

Positive
  • Sales executed under a 10b5-1 plan, providing pre-established trading parameters and regulatory compliance
  • Transparent disclosure of weighted-average sale price and price range ($11.00 to $11.21)
  • Post-transaction holdings disclosed for both entities (260,635 and 400,526 shares), improving investor visibility
Negative
  • Insider sales totaling 25,000 shares reduce the reporting person's economic exposure to ACEL
  • Beneficial ownership disclaimed for shares held in trust and LLC, which can limit clarity on ultimate control

Insights

TL;DR: Routine insider sales under a 10b5-1 plan; modest in size relative to listed post-sale holdings, unlikely to signal company-specific news.

The transactions consist of two dispositions of 12,500 shares each on 08/15/2025 at a weighted-average price of $11.1003, conducted under a 10b5-1 plan adopted 12/15/2023. The report discloses indirect holdings of 260,635 and 400,526 shares via separate entities, with explicit disclaimers of beneficial ownership except for pecuniary interest. From a financial perspective, these are scheduled plan sales that enhance predictability of insider liquidity and reduce information asymmetry; there is no disclosed change to company operations, results, or governance in this filing.

TL;DR: Sale executed under a documented 10b5-1 plan; reporting and disclaimers follow standard disclosure practices.

The filing transparently notes the 10b5-1 plan adoption date and the plan-based nature of the trades, which supports an affirmative defense to insider trading claims. The reporting person disclaims beneficial ownership of shares held in trust and an LLC except to the extent of pecuniary interest, and the Form 4 is signed by an attorney-in-fact. Procedurally, the disclosure aligns with Section 16 requirements and customary governance practices for planned insider dispositions.

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).
X
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*
Ruttenberg David W.

(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 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
08/15/2025
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 08/15/2025 S(1) 12,500 D $11.1003(2) 260,635 I See Footnote(3)
Class A-1 Common Stock 08/15/2025 S(1) 12,500 D $11.1003(2) 400,526 I See Footnote(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)
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 15, 2023 (and to which each of Crilly Court Trust and Grant Place Fund LLC is a party). 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 $11.00 to $11.21, 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.
3. Securities are held by the Crilly Court Trust, of which the Reporting Person is a beneficiary. The Reporting Person disclaims beneficial ownership over such securities except to the extent of his pecuniary interest therein, and the inclusion of such securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.
4. Securities are held by Grant Place Fund LLC, of which the Reporting Person is the Manager. The Reporting Person disclaims beneficial ownership over such securities except to the extent of his pecuniary interest therein, and the inclusion of such securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.
Remarks:
/s/Derek Harmer, Attorney-in-fact for David W. Ruttenberg 08/18/2025
** 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

What did ACEL director David W. Ruttenberg sell on 08/15/2025?

He sold a total of 25,000 Class A-1 shares (two entries of 12,500 shares) under a 10b5-1 plan at a weighted-average price of $11.1003.

Were the sales executed under a 10b5-1 trading plan?

Yes. The Form 4 states the sales were made pursuant to a Rule 10b5-1 plan adopted on December 15, 2023.

What price range were the shares sold at?

The shares were sold in multiple transactions at prices ranging from $11.00 to $11.21, with a weighted-average of $11.1003.

How many ACEL shares does Ruttenberg indirectly hold after the sales?

The filing reports indirect holdings of 260,635 shares (Crilly Court Trust) and 400,526 shares (Grant Place Fund LLC), with disclaimers of beneficial ownership except for pecuniary interest.

Who signed the Form 4 and when was it filed?

The Form 4 was signed by Derek Harmer, attorney-in-fact for David W. Ruttenberg, and dated 08/18/2025.

Does this Form 4 disclose any company operational or financial changes?

No. The filing only discloses insider sales and related holdings; it contains no statements about company operations or financial results.
Accel Entertainment Inc

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857.04M
49.24M
16.93%
73.33%
1.54%
Gambling
Services-amusement & Recreation Services
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United States
BURR RIDGE