Albertsons (NYSE: ACI) CEO logs RSU tax withholding transactions

Rhea-AI Filing Summary

Albertsons Companies Chief Executive Officer Susan Morris reported several transactions involving time-based and performance-based restricted stock units on December 1, 2025. These are coded as exercises or conversions of derivative securities at $18.10 per unit. The company withheld 1,286, 1,203 and 2,713 time-based units, and 1,271 and 1,328 performance-based units to satisfy FICA taxes arising from her eligibility for early retirement. The withheld units came from larger grants made in 2023, 2024 and 2025 that vest or were earned in 2026 and 2027, and the transactions adjust her direct RSU holdings accordingly.

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

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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^*

MORRIS SUSAN

(Last) (First) (Middle)

C/O ALBERTSONS COMPANIES, INC.

250 E PARKCENTER BLVD.

(Street)

BOISE ID 83706

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Albertsons Companies, Inc. [ ACI ]

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
12/01/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)
12/01/2025

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

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
Time-based Restricted Stock Units	(1)	12/01/2025		M			1,286	(2)	(2)	Class A common stock, par value $0.01	1,286	$18.1	39,694	D
Time-based Restricted Stock Units	(1)	12/01/2025		M			1,203	(3)	(3)	Class A common stock, par value $0.01	1,203	$18.1	37,147	D
Time-based Restricted Stock Units	(1)	12/01/2025		M			2,713	(4)	(4)	Class A common stock, par value $0.01	2,713	$18.1	83,748	D
Performance-Based Restricted Stock Units	(1)	12/01/2025		M			1,271	(5)	(5)	Class A common stock,par value $0.01	1,271	$18.1	29,889	D
Performance-Based Restricted Stock Units	(1)	12/01/2025		M			1,328	(6)	(6)	Class A common stock,par value $0.01	1,328	$18.1	31,228	D

Explanation of Responses:

1. Transaction represents the withholding of restricted stock units by the Issuer to satisfy FICA taxes arising from the reporting person being eligible for early retirement.

2. Time-based restricted stock units withheld from 40,980 time-based restricted stock units that were granted on March 20, 2023, and will vest on February 28,2026.

3. Time-based restricted stock units withheld from 38,350 time-based restricted stock units that were granted on April 24, 2024, and will vest on February 28, 2026.

4. Time-based restricted stock units withheld from 86,461 time-based restricted stock units that were granted on April 17, 2025, and will vest on February 28, 2026.

5. Performance-based restricted stock units withheld from 31,160 performance-based restricted stock units that were granted on April 24, 2024, and were earned as of February 25, 2027.

6. Performance-based restricted stock units withheld from 38,194 performance-based restricted stock units that were granted on March 20, 2023, and were earned as of February 28, 2026.

Remarks:

	/s/ Thomas Moriarty, Attorney-in-Fact for Susan Morris	03/03/2026
	** Signature of Reporting Person	Date
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FAQ

What insider transactions did Albertsons (ACI) report for CEO Susan Morris?

Albertsons reported that CEO Susan Morris had multiple restricted stock unit transactions on December 1, 2025. These involved time-based and performance-based RSUs, with units exercised or converted and portions withheld by the company to cover FICA taxes related to her early retirement eligibility.

What types of securities were involved in Susan Morris’s latest ACI Form 4/A filing?

The filing shows transactions in time-based and performance-based restricted stock units. All are classified as derivative securities, coded as exercises or conversions, with prices of $18.10 per unit and adjustments to her directly held RSU balances after each transaction.

Why were Susan Morris’s Albertsons restricted stock units withheld by the company?

The company withheld certain restricted stock units to satisfy FICA taxes. According to the footnotes, this tax obligation arose because Susan Morris became eligible for early retirement, and the issuer retained RSUs instead of delivering all units outright.

How many restricted stock units were affected in the ACI CEO’s Form 4/A?

The Form 4/A details five transactions: 1,286, 1,203 and 2,713 time-based RSUs, and 1,271 and 1,328 performance-based RSUs. Each transaction lists a price of $18.10 per unit and updated totals of RSUs directly held by Susan Morris afterward.

Were Susan Morris’s ACI Form 4/A transactions open-market stock purchases or sales?

No, the transactions are reported as exercises or conversions of restricted stock units, not open-market trades. Footnotes explain that the issuer withheld RSUs to cover FICA taxes tied to early retirement eligibility, rather than reflecting traditional buying or selling on the market.

From which grants did Albertsons withhold Susan Morris’s restricted stock units?

The withheld time-based RSUs came from grants made on March 20, 2023, April 24, 2024 and April 17, 2025, vesting on February 28, 2026. Performance-based RSUs came from March 20, 2023 and April 24, 2024 grants that were earned as of February 28, 2026 and February 25, 2027.