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Academy Sports & Outdoors (ASO) director’s 3,932 RSUs vest and convert to shares

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Academy Sports & Outdoors, Inc. director Thomas M. Nealon converted previously granted restricted stock units into common shares. On June 3, 2026, 3,932 restricted stock units vested and were exchanged one-for-one into 3,932 shares of common stock at a stated price of $0.00 per share, reflecting a compensation-related equity grant rather than an open-market purchase. Following this conversion, Nealon directly holds 19,149 shares of Academy Sports & Outdoors common stock. The restricted stock units were originally granted on June 13, 2025 under the company’s 2020 Omnibus Incentive Plan and were scheduled to vest in full after one year of continued service or upon certain earlier events such as a qualifying change in control, disability, or death.

Positive

  • None.

Negative

  • None.

Insights

Director’s RSU grant vested and converted into shares, a routine pay event.

This Form 4 shows Thomas M. Nealon, a director of Academy Sports & Outdoors, settling a prior restricted stock unit award into common stock. He acquired 3,932 shares at a stated price of $0.00 per share, consistent with equity compensation rather than market buying.

The underlying RSUs were granted on June 13, 2025 under the company’s 2020 Omnibus Incentive Plan and vested in full after continued board service or specified events. After the transaction, Nealon holds 19,149 common shares, and no related derivative position remains from this grant. This appears to be a standard vesting cycle with neutral informational value for investors.

Insider Nealon Thomas M
Role null
Type Security Shares Price Value
Exercise Restricted Stock Units 3,932 $0.00 --
Exercise Common Stock 3,932 $0.00 --
Holdings After Transaction: Restricted Stock Units — 0 shares (Direct, null); Common Stock — 19,149 shares (Direct, null)
Footnotes (1)
  1. Restricted stock units convert into common stock on a one-for-one basis. Granted under the Company's 2020 Omnibus Incentive Plan, as amended (the "Plan"). On June 13, 2025, the Reporting Person was granted 3,932 time-based restricted stock units that vest 100%, subject to the Reporting Person's continued service with the Issuer, on the earliest of (i) the first anniversary of the date of grant, or, if earlier, the date which is the business day immediately preceding the date of the Issuer's next Annual Meeting of Stockholders, (ii) the Reporting Person's termination due to death or Disability (as defined in the Plan), or (iii) a Change in Control (as defined in the Plan).
RSUs converted 3,932 units Restricted stock units converted to common stock on June 3, 2026
Common shares acquired 3,932 shares Common stock received from RSU conversion at $0.00 per share
Post-transaction holdings 19,149 shares Thomas M. Nealon’s direct common stock holdings after conversion
Grant date units 3,932 RSUs Time-based RSUs granted on June 13, 2025 under 2020 Plan
Exercise price $0.00 per share Stated price per share on RSU conversion to common stock
Restricted stock units financial
"On June 13, 2025, the Reporting Person was granted 3,932 time-based restricted stock units that vest 100%."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
2020 Omnibus Incentive Plan financial
"Granted under the Company's 2020 Omnibus Incentive Plan, as amended (the "Plan")."
Change in Control financial
"or (iii) a Change in Control (as defined in the Plan)."
A "change in control" occurs when the ownership or management of a company shifts significantly, such as through a merger, acquisition, or sale of a large part of its assets. This change can impact how the company is run and may influence its future direction. For investors, it matters because it can affect the company's stability, strategy, and value, often signaling potential changes in investment risk or opportunity.
Disability financial
"the Reporting Person's termination due to death or Disability (as defined in the Plan)"
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SEC Form 4
FORM 4UNITED 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*
Nealon Thomas 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)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/03/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock06/03/2026M3,932A(1)19,149D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(2)(1)06/03/2026M3,932 (3) (3)Common Stock3,932$00D
Explanation of Responses:
1. Restricted stock units convert into common stock on a one-for-one basis.
2. Granted under the Company's 2020 Omnibus Incentive Plan, as amended (the "Plan").
3. On June 13, 2025, the Reporting Person was granted 3,932 time-based restricted stock units that vest 100%, subject to the Reporting Person's continued service with the Issuer, on the earliest of (i) the first anniversary of the date of grant, or, if earlier, the date which is the business day immediately preceding the date of the Issuer's next Annual Meeting of Stockholders, (ii) the Reporting Person's termination due to death or Disability (as defined in the Plan), or (iii) a Change in Control (as defined in the Plan).
Remarks:
/s/ Gary Holland, Attorney-in-Fact06/03/2026
** Signature of Reporting PersonDate
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 did Academy Sports & Outdoors (ASO) director Thomas Nealon report in this Form 4?

Thomas M. Nealon reported the vesting and conversion of 3,932 restricted stock units into 3,932 shares of Academy Sports & Outdoors common stock. This equity award settlement reflects routine director compensation rather than an open-market stock purchase or sale.

How many Academy Sports & Outdoors (ASO) shares does Thomas Nealon hold after this transaction?

After the RSU conversion, Thomas M. Nealon directly holds 19,149 shares of Academy Sports & Outdoors common stock. This total reflects his position following the vesting of 3,932 restricted stock units originally granted under the company’s 2020 Omnibus Incentive Plan.

Was the Academy Sports & Outdoors (ASO) Form 4 transaction an open-market stock purchase or sale?

No, the Form 4 shows an equity award vesting, not an open-market trade. Restricted stock units converted into common shares on a one-for-one basis at a stated price of $0.00 per share, consistent with compensation terms rather than discretionary buying or selling.

When were the restricted stock units in this Academy Sports & Outdoors (ASO) filing originally granted?

The 3,932 restricted stock units were granted on June 13, 2025 under Academy Sports & Outdoors’ 2020 Omnibus Incentive Plan. They were designed to vest 100% after one year of continued service or earlier upon specified events such as death, disability, or a qualifying change in control.

What are the key vesting conditions mentioned for the ASO restricted stock units?

The RSUs vest 100% on the first anniversary of the June 13, 2025 grant, or earlier upon the business day before the next annual meeting, termination due to death or defined disability, or a defined change in control, assuming continued service through those events.