Academy Sports & Outdoors (ASO) president receives RSUs and withholds shares for taxes

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Academy Sports & Outdoors President Samuel J. Johnson reported equity compensation and routine tax withholding transactions. On March 20, 2026, he received 36,552 performance-based restricted stock units and 36,552 time-based restricted stock units, each convertible into one share of common stock if vesting conditions are met.

The performance-based awards vest based on three-year targets for adjusted pre-tax income, return on invested capital, and adjusted free cash flow from February 1, 2026 through February 3, 2029. The time-based awards vest in three equal annual installments starting on the first anniversary of the grant date. On March 23, 2026, 1,933 restricted stock units were converted into common stock, and 1,012 shares were withheld at $51.98 per share to cover tax obligations, leaving him with 98,154 common shares held directly.

Insider Trade Summary

1,933 shares exercised/converted

Mixed 5 txns

Insider Johnson Samuel J

Role President

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	1,933	$0.00	--
Exercise	Common Stock	1,933	$0.00	--
Tax Withholding	Common Stock	1,012	$51.98	$53K
Grant/Award	Restricted Stock Units	36,552	$0.00	--
Grant/Award	Restricted Stock Units	36,552	$0.00	--

Holdings After Transaction: Restricted Stock Units — 0 shares (Direct); Common Stock — 99,166 shares (Direct)

Footnotes (1)

Restricted stock units convert into one share of Issuer common stock, par value $0.01 per share ("Common Stock") on a one-for-one basis. Granted under the Company's 2020 Omnibus Incentive Plan. Each restricted stock unit represents a contingent right to receive one share of Issuer Common Stock. On March 20, 2026, the Reporting Person was granted 36,552 performance-based restricted stock units ("PRSUs"). These PRSUs vest if certain preestablished performance metrics related to the Company's (i) adjusted pre-tax income, (ii) return on invested capital, and (iii) adjusted free cash flow over a 3-year period beginning on February 1, 2026 and ending on February 3, 2029, are achieved and certified by the Issuer's compensation committee (which, if any, may vary from 0% to 200% of the number shown above), subject to the Reporting Person's continued service with the Issuer through each applicable vesting date. On March 20, 2026, subject to the Reporting Person's continued service, the Reporting Person was granted 36,552 time-based restricted stock units that vest in three equal installments beginning on the first anniversary of the grant date. On March 21, 2023, subject to the Reporting Person's continued service, the Reporting Person was granted 5,798 time-based restricted stock units that vest in three equal installments beginning on the first anniversary of the grant date.

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Form 4 Insider Transactions: What Each Field Means →

03/23/2026 - 06:16 PM

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^*

Johnson Samuel J

(Last)

(First)

(Middle)

C/O ACADEMY SPORTS AND OUTDOORS, INC.

1800 NORTH MASON ROAD

(Street)

KATY

TEXAS

77449

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Academy Sports & Outdoors, Inc. [ ASO ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/20/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	03/23/2026		M		1,933	A	⁽¹⁾	99,166	D
Common Stock	03/23/2026		F		1,012	D	$51.98	98,154	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units⁽²⁾	⁽³⁾	03/20/2026		A		36,552		⁽⁴⁾	03/20/2036	Common Stock	36,552	$0	36,552	D
Restricted Stock Units⁽²⁾	⁽³⁾	03/20/2026		A		36,552		⁽⁵⁾	03/20/2036	Common Stock	36,552	$0	36,552	D
Restricted Stock Units⁽²⁾	⁽³⁾	03/23/2026		M			1,933	⁽⁶⁾	03/21/2033	Common Stock	1,933	$0	0	D

Explanation of Responses:

1. Restricted stock units convert into one share of Issuer common stock, par value $0.01 per share ("Common Stock") on a one-for-one basis.

2. Granted under the Company's 2020 Omnibus Incentive Plan.

3. Each restricted stock unit represents a contingent right to receive one share of Issuer Common Stock.

4. On March 20, 2026, the Reporting Person was granted 36,552 performance-based restricted stock units ("PRSUs"). These PRSUs vest if certain preestablished performance metrics related to the Company's (i) adjusted pre-tax income, (ii) return on invested capital, and (iii) adjusted free cash flow over a 3-year period beginning on February 1, 2026 and ending on February 3, 2029, are achieved and certified by the Issuer's compensation committee (which, if any, may vary from 0% to 200% of the number shown above), subject to the Reporting Person's continued service with the Issuer through each applicable vesting date.

5. On March 20, 2026, subject to the Reporting Person's continued service, the Reporting Person was granted 36,552 time-based restricted stock units that vest in three equal installments beginning on the first anniversary of the grant date.

6. On March 21, 2023, subject to the Reporting Person's continued service, the Reporting Person was granted 5,798 time-based restricted stock units that vest in three equal installments beginning on the first anniversary of the grant date.

Remarks:

	/s/ Gary Holland, Attorney-in-Fact	03/23/2026
	** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider equity transactions did ASO President Samuel J. Johnson report?

Samuel J. Johnson reported new equity awards and related share withholding. He received performance-based and time-based restricted stock units and converted 1,933 units into common stock, with 1,012 shares withheld at $51.98 each to satisfy tax liabilities.

How many restricted stock units did Samuel J. Johnson receive from Academy Sports (ASO)?

Johnson received 36,552 performance-based and 36,552 time-based restricted stock units. Each unit represents a right to one share of common stock, contingent on satisfying performance goals or time-based vesting and his continued service with the company through applicable vesting dates.

What performance metrics determine vesting of ASO performance-based RSUs granted to Johnson?

The performance-based restricted stock units vest based on three metrics: adjusted pre-tax income, return on invested capital, and adjusted free cash flow. These are measured over a three-year period from February 1, 2026 through February 3, 2029, and must be certified by the compensation committee.

When do Samuel J. Johnson’s time-based RSUs from Academy Sports vest?

The time-based restricted stock units granted on March 20, 2026 vest in three equal installments. Vesting begins on the first anniversary of the grant date and continues annually, subject to Johnson’s continued service with the company through each vesting date.

How many Academy Sports (ASO) common shares does Samuel J. Johnson hold after these transactions?

Following the March 23, 2026 transactions, Johnson holds 98,154 shares of Academy Sports & Outdoors common stock directly. This figure reflects the net position after converting 1,933 restricted stock units and withholding 1,012 shares to cover tax obligations.

How were taxes handled on Samuel J. Johnson’s RSU conversion at Academy Sports?

When 1,933 restricted stock units converted into common stock on March 23, 2026, 1,012 shares were automatically withheld. These shares, valued at $51.98 each, were used to pay tax liabilities associated with the vesting, rather than sold in an open-market transaction.