[Form 4] Academy Sports & Outdoors, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Academy Sports & Outdoors EVP & CMO Matthew McCabe reported equity compensation and vesting activity. On March 20, 2026, he received 17,314 performance-based restricted stock units and 17,314 time-based restricted stock units, each convertible into one share of common stock if vesting conditions are met.

The performance units vest based on pre-established metrics for adjusted pre-tax income, return on invested capital, and adjusted free cash flow over a three-year period from February 1, 2026 to February 3, 2029. The time-based units vest in three equal annual installments starting one year after the grant date, subject to continued service.

On March 23, 2026, 1,289 restricted stock units converted into 1,289 shares of common stock, and 529 shares were withheld at $51.98 per share to cover tax obligations. After these transactions, McCabe directly holds 19,977 shares of common stock.

Insights

Equity compensation analyst

Routine executive equity grants and RSU vesting with tax withholding.

EVP & CMO Matthew McCabe received 17,314 performance-based and 17,314 time-based restricted stock units, each tied one-for-one to common shares. This structure aligns a significant portion of his compensation with medium-term company performance and service-based vesting.

The performance units depend on adjusted pre-tax income, return on invested capital, and adjusted free cash flow over a three-year period from February 1, 2026 to February 3, 2029, so ultimate share delivery can range from 0% to 200% of the target amount. The time-based units vest in three equal annual tranches, encouraging retention.

On March 23, 2026, 1,289 RSUs converted into common shares, with 529 shares withheld at $51.98 per share for taxes. He now holds 19,977 common shares directly, and the filing shows no remaining derivatives from the exercised RSUs. Overall, these are standard compensation and tax events rather than discretionary market trades.

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

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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^*

McCabe Matthew M.

(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)
	EVP & CMO

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		1,289	A	(1)	20,506	D
Common Stock	03/23/2026		F		529	D	$51.98	19,977	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		17,314		(4)	03/20/2036	Common Stock	17,314	$0	17,314	D
Restricted Stock Units(2)	(3)	03/20/2026		A		17,314		(5)	03/20/2036	Common Stock	17,314	$0	17,314	D
Restricted Stock Units(2)	(3)	03/23/2026		M			1,289	(6)	03/21/2033	Common Stock	1,289	$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 17,314 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 17,314 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 3,865 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 equity awards did ASO executive Matthew McCabe receive in this Form 4?

Matthew McCabe received two large grants on March 20, 2026: 17,314 performance-based restricted stock units and 17,314 time-based restricted stock units. Each unit represents a contingent right to receive one share of Academy Sports & Outdoors common stock if vesting conditions are satisfied.

How do the performance-based RSUs for ASO’s Matthew McCabe vest?

The 17,314 performance-based RSUs vest only if pre-set goals for adjusted pre-tax income, return on invested capital, and adjusted free cash flow are met over a three-year period from February 1, 2026 to February 3, 2029, subject to his continued service.

What are the vesting terms for Matthew McCabe’s time-based RSUs at ASO?

The 17,314 time-based restricted stock units vest in three equal installments beginning on the first anniversary of the March 20, 2026 grant date. Vesting is conditioned on Matthew McCabe’s continued service with Academy Sports & Outdoors through each applicable vesting date.

What RSU vesting and tax withholding did ASO report for Matthew McCabe?

On March 23, 2026, 1,289 restricted stock units converted to 1,289 common shares. Of these, 529 shares were withheld at $51.98 per share to satisfy tax obligations, a standard non-market disposition mechanism for equity compensation vesting.

How many Academy Sports & Outdoors shares does Matthew McCabe hold after these transactions?

Following the March 23, 2026 transactions, Matthew McCabe directly holds 19,977 shares of Academy Sports & Outdoors common stock. This total reflects the RSU conversion to shares and the share withholding used to cover associated tax liabilities on the vesting event.

Do the ASO Form 4 transactions show open-market buying or selling by Matthew McCabe?

No open-market buys or sales are reported. The filing shows equity grants, an RSU conversion, and a tax-withholding disposition of 529 shares at $51.98 per share, which is a routine mechanism to pay taxes, not a discretionary market trade.