Barnes & Noble Education, Inc. (NYSE: BNED) CAO sells shares, awarded PSUs
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Barnes & Noble Education, Inc. executive Gary Luster, SVP and Chief Accounting Officer, reported two equity transactions on 2026-07-10. He sold 1,066 shares of common stock at a weighted average price of $11.61 per share (within a range of $11.51–$11.98) to cover applicable withholding taxes due on the vesting of restricted performance stock units. On the same date, he received a grant of 3,000 performance-vested stock units (PSUs), each representing a contingent right to one share of common stock, which vest based on achieving specified share-price targets and continued employment. Following these transactions, he directly holds 33,000 shares of common stock.
Positive
- None.
Negative
- None.
Insider Trade Summary
Net Seller: 1,066 shares ($12,376)
Net Sell
2 txns
Insider
Luster Gary
Role
SVP, Chief Accounting Officer
Sold
1,066 shs ($12K)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | Common Stock | 3,000 | $0.00 | -- |
| Sale | Common Stock | 1,066 | $11.61 | $12K |
Holdings After Transaction:
Common Stock — 33,000 shares (Direct)
Footnotes (1)
- Grant of Performance Units. Each performance-vested stock unit (PSU) represents a contingent right to receive one share of BNED common stock. The PSUs vest upon BNED's common stock achieving a specified price per share and continued employment through a specified date. Shares sold by Reporting Owner on vesting of restricted performance stock units (payable solely in common stock of the Issuer on the vesting date) to cover applicable withholding taxes. Sales were made in a series of transactions at sales prices ranging from $11.51 to $11.98 per share. The price reported is a weighted average price. Full information regarding the number of shares sold at each separate price will be provided upon request.
Key Figures
Shares sold: 1,066 shares
Weighted average sale price: $11.61 per share
Sale price range: $11.51–$11.98 per share
+2 more
5 metrics
Shares sold
1,066 shares
Common stock sale on 2026-07-10 to cover withholding taxes
Weighted average sale price
$11.61 per share
Open-market sale on 2026-07-10; prices ranged from $11.51 to $11.98
Sale price range
$11.51–$11.98 per share
Series of sale transactions on 2026-07-10
Performance units granted
3,000 PSUs
Grant of performance-vested stock units representing contingent rights to shares
Shares held after transactions
33,000 shares
Total direct BNED common stock holdings following July 10, 2026 transactions
Key Terms
Performance Units, performance-vested stock unit (PSU), withholding taxes, weighted average price
4 terms
Performance Units financial
"Grant of Performance Units. Each performance-vested stock unit (PSU)..."
Performance units are company awards that become valuable only if specified business targets are met; they typically convert into shares or cash when performance goals are achieved. Think of them like a conditional bonus that turns into stock only if the company hits agreed milestones, so they align managers’ incentives with shareholders’ interests and can affect future share count, executive pay expense, and investor returns.
performance-vested stock unit (PSU) financial
"Each performance-vested stock unit (PSU) represents a contingent right..."
withholding taxes financial
"Shares sold by Reporting Owner...to cover applicable withholding taxes."
Withholding taxes are amounts a payer or government takes out of payments — such as wages, interest, or dividends — before the recipient gets the money, functioning like a cashier keeping part of a bill to pay taxes on your behalf. For investors this matters because it reduces the cash they actually receive, affects net returns and yield calculations, and may require additional paperwork or treaty claims to recover or offset the withheld amount against final tax bills.
weighted average price financial
"The price reported is a weighted average price."
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
FAQ
What insider transactions did BNED executive Gary Luster report on July 10, 2026?
Gary Luster reported two transactions: he sold 1,066 shares of Barnes & Noble Education (BNED) common stock and received 3,000 performance-vested stock units (PSUs). The sale was made to cover tax withholding arising from the vesting of restricted performance stock units.
How many BNED performance-vested stock units were granted to Gary Luster?
Gary Luster was granted 3,000 performance-vested stock units (PSUs) tied to Barnes & Noble Education (BNED) common stock. Each PSU represents a contingent right to receive one share if BNED’s stock reaches specified price levels and he remains employed through a specified date.
How do Gary Luster’s BNED PSUs vest according to the Form 4 disclosure?
The granted PSUs vest only if BNED’s common stock reaches specified price targets and Gary Luster maintains employment through a specified date. Each performance-vested stock unit then converts into one share of BNED common stock upon satisfying the stated conditions.