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Albertsons (NYSE: ACI) CEO Susan Morris reports RSU conversions and tax withholding

Filing Impact
(Moderate)
Filing Sentiment
(Positive)
Form Type
4

Rhea-AI Filing Summary

Albertsons Companies, Inc. insider equity transactions were reported for executive and director Susan Morris on a Form 4. On 12/01/2025, multiple time-based and performance-based restricted stock units (RSUs) converted into Class A common stock at an exercise price of $18.1 per share. The transactions are coded "M," indicating conversions of derivative securities.

The company withheld portions of several RSU and performance-based RSU grants to cover FICA tax obligations related to Morris becoming eligible for early retirement. The underlying awards were originally granted in 2023, 2024, and 2025 with vesting or earning dates in 2026–2028. Following these tax-related withholdings and conversions, Morris continues to hold a significant number of derivative securities directly, reflecting ongoing equity-based compensation rather than open-market purchases or sales.

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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*
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)
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 (1) (1) 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 (2) (2) 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 1,203 (3) (3) Class A common stock, par value $0.01 0 $18.1 38,353 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
Time-based Restricted Stock Units (1) 12/01/2025 M 2,713 (5) (5) Class A common stock, par value $0.01 0 $18.1 86,460 D
Time-based Restricted Stock Units (1) 12/01/2025 M 2,713 (6) (6) Class A common stock, par value $0.01 0 $18.1 86,461 D
Performance-based Restricted Stock Units (1) 12/01/2025 M 1,271 (7) (7) 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 (8) (8) Class A common stock, par value $0.01 0 $18.1 36,577 D
Performance-based Restricted Stock Units (1) 12/01/2025 M 1,271 (9) (9) Class A common stock, par value $0.01 0 $18.1 36,557 D
Performance-based Restricted Stock Units (1) 12/01/2025 M 1,271 (10) (10) Class A common stock, par value $0.01 0 $18.1 36,557 D
Performance-based Restricted Stock Units (1) 12/01/2025 M 1,271 (11) (11) Class A common stock, par value $0.01 0 $18.1 84,524 D
Performance-based Restricted Stock Units (1) 12/01/2025 M 1,271 (12) (12) Class A common stock, par value $0.01 0 $18.1 84,523 D
Performance-based Restricted Stock Units (1) 12/01/2025 M 1,271 (12) (12) Class A common stock, par value $0.01 0 $18.1 84,523 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 38,350 time-based restricted stock units that were granted on April 24, 2024, and will vest on February 28, 2026.
3. Time-based restricted stock units withheld from 38,353 time-based restricted stock units that were granted on April 24, 2024, and will vest on February 27, 2027.
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. Time-based restricted stock units withheld from 86,460 time-based restricted stock units that were granted on April 17, 2025, and will vest on February 27, 2027.
6. 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 26, 2026.
7. 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.
8. 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.
9. Performance-based restricted stock units withheld from 36,557 performance-based restricted stock units that were granted on April 24, 2024, and were earned as of February 26, 2027
10. Performance-based restricted stock units withheld from 36,557 performance-based restricted stock units that were granted on April 24, 2024, and were earned as of February 27, 2027
11. Performance-based restricted stock units withheld from 84,524 performance-based restricted stock units that were granted on April 17, 2025, and were earned as of February 26, 2028.
12. Performance-based restricted stock units withheld from 84,523 performance-based restricted stock units that were granted on April 17, 2025, and were earned as of February 26, 2028.
Remarks:
/s/ Thomas Moriarty, Attorney-in-Fact for Susan Morris 12/01/2025
** 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 Albertsons (ACI) disclose in this Form 4 filing?

The filing reports that executive and director Susan Morris had multiple restricted stock unit (RSU) and performance-based RSU awards convert into Class A common stock on 12/01/2025, with shares withheld by Albertsons to satisfy tax obligations.

Were the Albertsons (ACI) insider transactions open-market stock trades?

No. The transactions are coded "M", indicating conversions of derivative securities (RSUs and performance-based RSUs) into common stock at $18.1 per share, with shares withheld to cover FICA taxes, not discretionary market purchases or sales.

Why did Albertsons withhold RSUs for Susan Morris according to the Form 4?

The explanation states that the issuer withheld restricted stock units to satisfy FICA taxes arising from the reporting person being eligible for early retirement, which is a tax-related event tied to existing equity awards.

What types of awards are involved in this Albertsons (ACI) Form 4?

The filing lists both time-based restricted stock units and performance-based restricted stock units, each linked to specific grant dates in 2023, 2024, and 2025 and vesting or earning dates extending through 2028.

What class of stock underlies the RSUs in the Albertsons (ACI) filing?

All derivative securities reported, including time-based and performance-based RSUs, are settled in Class A common stock of Albertsons Companies, Inc., with a par value of $0.01 per share.

What is the reporting person’s relationship to Albertsons (ACI)?

The reporting person is identified as both a Director and an Officer, serving as Chief Executive Officer, indicating senior leadership and board-level involvement with Albertsons Companies, Inc.

Albertsons Companies Inc

NYSE:ACI

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