BIG Form 4: EVP Michael Schlonsky Reports Sales, Discloses Trust and 401(k) Holdings

Rhea-AI Filing Summary

Michael Allen Schlonsky, Executive Vice President and director of Big Lots, Inc. (ticker BIG), reported two open-market sales of company common stock and disclosed indirect holdings. On 07/01/2025 he sold 14,115 shares at a reported price of $0.016 per share and on 08/08/2025 he sold 10 shares at $0. Following these transactions he beneficially owned 262,794 shares directly. He also reports 3,300 shares indirectly as trustee of the Joseph Schlonsky 2007 Trust and 4,020.65 shares held under the Big Lots 401(k) Plan. The form is signed and dated 08/25/2025.

Positive

• Timely disclosure of insider transactions satisfying Section 16 reporting requirements
• Clear identification of indirect holdings: trustee role for the Joseph Schlonsky 2007 Trust and 401(k) Plan balance

Negative

• Insider dispositions totaling 14,125 shares were reported (14,115 and 10 shares)
• Reported transaction prices include values of $0.016 and $0 as filed, which may require further clarification from the filer or transfer agent

Insights

Securities Analyst

TL;DR: Insider reported modest open-market sales and continues to hold a substantial direct stake plus indirect holdings via trust and 401(k).

The report shows two dispositions: 14,115 shares on 07/01/2025 and 10 shares on 08/08/2025. Reporting price entries appear in the form as $0.016 and $0 respectively; these are the filed values and should be interpreted strictly as reported. After the transactions the reporting person holds 262,794 shares directly, with additional indirect holdings of 3,300 shares (trust) and 4,020.65 shares (401(k)). This disclosure provides transparency on insider liquidity but does not by itself indicate change in control or a material shift in ownership.

Corporate Governance Expert

TL;DR: Form 4 properly discloses insider sales and related indirect ownership; documentation of trustee role and plan holdings is included.

The filing includes explanatory notes: the reporting person is trustee of the Joseph Schlonsky 2007 Trust and the 401(k) Plan holdings are based on a March 25, 2024 report. The form is completed, signed, and dated. From a governance perspective, the filing meets Section 16 disclosure requirements by reporting officer/director transactions and clarifying nature of indirect holdings, aiding investor transparency about potential related-party ownership.

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^*

Schlonsky Michael Allen

(Last) (First) (Middle)

4900 E. DUBLIN-GRANVILLE ROAD

(Street)

COLUMBUS OH 43081

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BIG LOTS INC [ BIGGQ ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
07/01/2025

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
Common Stock	07/01/2025		S		14,115	D	$0.016	262,794	D
Common Stock	08/08/2025		S		10	D	$0	262,784	D
Common Stock								3,300	I	By the Trust(1)
Common Stock								4,020.65	I	By the 401(k) Plan(2)

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

Explanation of Responses:

1. The reporting person was appointed trustee of the Joseph Schlonsky 2007 Trust (the "Trust") on September 30, 2012. The reporting person's sibling is the sole beneficiary of the Trust.

2. Common Stock held under the Big Lots Savings Plan ("401(k) Plan"). This information is based on a 401(k) Plan report dated March 25, 2024.

	Michael Allen Schlonsky	08/25/2025
	** 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 Michael Allen Schlonsky file on Form 4 for BIG?

He reported two sales of Big Lots common stock: 14,115 shares on 07/01/2025 and 10 shares on 08/08/2025, and disclosed direct and indirect holdings.

How many Big Lots shares does Schlonsky beneficially own after these transactions?

The Form 4 states he beneficially owns 262,794 shares directly plus 3,300 shares via the trust and 4,020.65 shares under the 401(k) Plan.

What is the nature of the indirect holdings disclosed on the Form 4?

Indirect holdings include 3,300 shares held by the Joseph Schlonsky 2007 Trust (he is trustee) and 4,020.65 shares held under the Big Lots 401(k) Plan.

When was the Form 4 signed and dated?

The signature block shows Michael Allen Schlonsky signed the Form 4 on 08/25/2025.

Does the filing indicate any change in control or other material corporate action?

No. The Form 4 reports individual insider sales and ownership details only; it does not indicate any change in control or other corporate actions.