Boot Barn (BOOT) Insider Sale: Brenda Morris Disposes 1,500 Shares

Rhea-AI Filing Summary

Brenda I. Morris, a director of Boot Barn Holdings, Inc. (BOOT), reported a sale of common stock on August 21, 2025. The Form 4 shows a disposition of 1,500 shares at a price of $170 per share. After the reported transaction, Ms. Morris directly owned 4,344 shares of common stock. The filing also discloses 2,620 shares underlying restricted stock units with vested criteria satisfied but delivery deferred, and 926 shares underlying time-vesting restricted stock units that remain subject to vesting.

The report is a routine Section 16 disclosure of insider trading activity: it lists the sale, the remaining direct holdings, and the nature of indirect/deferred holdings without additional commentary or other transactions.

Positive

• Timely Section 16 disclosure providing clear details of the insider sale and post-transaction holdings
• Breakout of RSU status differentiating vested-but-deferred units (2,620) from time-vesting units (926)

Negative

• Director sale of 1,500 shares at $170, which may be interpreted by some investors as insider selling pressure

Insights

Securities Analyst

TL;DR: Director sold 1,500 BOOT shares at $170; remaining direct and deferred holdings disclosed.

The Form 4 is a standard insider disclosure showing a single open-market sale by a director on 08/21/2025. The sale quantity (1,500 shares) and price ($170) are explicitly reported, and the filing reconciles post-transaction direct beneficial ownership (4,344 shares) as well as the composition of restricted stock units (2,620 deferred-delivery shares and 926 time-vesting shares). This filing does not include derivative activity or additional material events. From a trading-impact perspective, the transaction provides transparency but does not, by itself, indicate company-level developments.

Corporate Governance Expert

TL;DR: Compliance filing documents an executive director's routine sale and clarifies vesting status of RSUs.

The disclosure fulfills Section 16 requirements and specifies the nature of indirect holdings: vested-but-deferred RSUs versus time-vesting RSUs. That distinction matters for governance and compensation monitoring because deferred delivery implies the holder has satisfied vesting conditions while delivery is postponed. The Form 4 contains no indication of a Rule 10b5-1 plan or other special arrangement. As reported, the filing is informative for monitoring insider ownership and compensation alignment but is not a material corporate action.

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

OMB Number:			3235-0287
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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^*

Morris Brenda I

(Last) (First) (Middle)

C/O BOOT BARN HOLDINGS, INC.

17100 LAGUNA CANYON ROAD

(Street)

IRVINE CA 92618

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Boot Barn Holdings, Inc. [ BOOT ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
08/21/2025

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	08/21/2025		S		1,500	D	$170	4,344(1)	D
Common Stock								2,620(2)	D
Common Stock								926(3)	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

Explanation of Responses:

1. Consists of the total number of shares of common stock held directly by the reporting person as of August 21, 2025, excluding any shares of common stock subject to further vesting conditions or deferred delivery.

2. Consists of 2,620 shares underlying restricted stock units for which the vesting criteria have been satisfied but the delivery of such shares has been deferred.

3. Consists of the total number of shares of common stock underlying restricted stock units held by the reporting person as of August 21, 2025 that remain subject to time-based vesting.

	/s/ Brenda I. Morris	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 transaction did Brenda I. Morris report for BOOT?

She reported a sale of 1,500 shares of Boot Barn Holdings common stock on 08/21/2025 at $170 per share.

How many BOOT shares does the reporting person own after the transaction?

4,344 shares directly beneficially owned following the reported sale.

What restricted stock units are disclosed by the reporting person?

2,620 shares represent RSUs with vesting satisfied but delivery deferred; 926 shares represent RSUs still subject to time-based vesting.

Does the Form 4 show any derivative transactions or 10b5-1 plan indication?

No. The filing lists only a non-derivative sale and does not indicate a transaction pursuant to a 10b5-1 plan or any derivative activity.

When was the Form 4 signed?

Signed by Brenda I. Morris on 08/25/2025 as indicated on the filing.