Academy Sports (NASDAQ: ASO) CEO receives 150k RSUs and withholds shares for taxes

Rhea-AI Filing Summary

Academy Sports & Outdoors CEO Lawrence Steven Paul reported equity compensation and a routine tax-related share disposition. On March 20, 2026, he received 75,028 performance-based restricted stock units tied to three-year targets for adjusted pre-tax income, return on invested capital, and adjusted free cash flow, plus 75,028 time-based restricted stock units that vest in three equal annual installments, all on a one-for-one basis into common stock.

On March 23, 2026, 1,933 restricted stock units from a 2023 grant converted into 1,933 shares of common stock, and 974 shares were withheld at $51.98 per share to cover tax obligations. After these transactions, he directly held 168,010 shares of common stock.

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^*

Lawrence Steven Paul

(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)

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

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	03/23/2026		M		1,933	A	(1)	168,984	D
Common Stock	03/23/2026		F		974	D	$51.98	168,010	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units(2)	(3)	03/20/2026		A		75,028		(3)	03/20/2036	Common Stock	75,028	$0	75,028	D
Restricted Stock Units(2)	(4)	03/20/2026		A		75,028		(5)	03/20/2036	Common Stock	75,028	$0	75,028	D
Restricted Stock Units(2)	(4)	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. On March 20, 2026, the Reporting Person was granted 75,028 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.

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

5. On March 20, 2026, subject to the Reporting Person's continued service, the Reporting Person was granted 75,028 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)

FAQ

What insider transactions did ASO CEO Lawrence Steven Paul report?

Lawrence Steven Paul reported new equity awards and a routine tax-related share disposition. He received two grants totaling 150,056 restricted stock units and had 1,933 units vest into common shares, with 974 shares withheld to satisfy tax obligations, leaving him with 168,010 shares.

How many restricted stock units did the ASO CEO receive in March 2026?

On March 20, 2026, the CEO received 75,028 performance-based restricted stock units and 75,028 time-based restricted stock units. Each unit represents a contingent right to one share of common stock, subject to vesting conditions and continued service with Academy Sports & Outdoors.

What performance metrics affect the ASO CEO’s 75,028 performance RSUs?

The 75,028 performance-based RSUs vest only if preset metrics for adjusted pre-tax income, return on invested capital, and adjusted free cash flow over a three-year period are achieved and certified. Earned units may range from 0% to 200% of the target amount granted.

How do the time-based RSUs granted to the ASO CEO vest?

The 75,028 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, conditioned on the CEO’s continued service with Academy Sports & Outdoors through each vesting date.

Did the ASO CEO sell shares in the market in this Form 4?

The filing shows no open-market sale by the CEO. Instead, 974 shares of common stock were withheld at $51.98 per share solely to cover tax liabilities related to vesting, which is classified as a tax-withholding disposition rather than a discretionary market sale.

What are the ASO CEO’s reported common stock holdings after these transactions?

Following the March 23, 2026 transactions, the CEO is reported as directly holding 168,010 shares of Academy Sports & Outdoors common stock. The filing’s transaction records show this post-transaction balance after RSU vesting and the associated tax-withholding share disposition.