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Caleres (NYSE: CAL) awards 12,196 RSUs to board director Ward Klein

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

Rhea-AI Filing Summary

KLEIN WARD M reported acquisition or exercise transactions in this Form 4 filing.

CALERES INC director Ward M. Klein received a grant of 12,196 Restricted Stock Units (RSUs). Each RSU represents a contingent right to receive the fair market value of one share of Caleres common stock, using a reference value of $13.12 per unit at grant.

The RSUs vest only if Klein continues serving as a director through the next annual meeting of shareholders. They will be settled in shares of common stock when his board service ends or on another date he elects, aligning his compensation with long-term shareholder interests.

Positive

  • None.

Negative

  • None.
Insider KLEIN WARD M
Role null
Type Security Shares Price Value
Grant/Award Restricted Stock Units 12,196 $13.12 $160K
Holdings After Transaction: Restricted Stock Units — 12,196 shares (Direct, null)
Footnotes (1)
  1. Each restricted stock unit represents a contingent right to receive the fair market value of a share of common stock of the Company. Vesting of each restricted stock unit is contingent on the Director's continued service as a director through the next annual meeting of shareholders. The restricted stock units will be settled in shares of common stock of the Company on the date the Director's service as a director terminates or such other date as the Director may elect.
RSUs granted 12,196 units Restricted Stock Units granted to director on June 8, 2026
Reference value per RSU $13.12 per unit Fair market value per share used for the RSU award
Underlying common shares 12,196 shares Common Stock underlying the granted Restricted Stock Units
Post-grant RSU holdings from this award 12,196 units Total Restricted Stock Units reported following the transaction
Restricted Stock Units financial
"Each restricted stock unit represents a contingent right to receive the fair market value of a share of common stock of the Company."
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.
fair market value financial
"Each restricted stock unit represents a contingent right to receive the fair market value of a share of common stock of the Company."
The price a willing buyer and a willing seller would agree on for an asset or security when neither is under pressure and both have access to the same information. Think of it as the market’s neutral estimate of what something is worth, like the price two neighbors would settle on for a car after comparing similar listings. Investors care because fair market value guides buying and selling decisions, tax reporting, portfolio valuation, and how accurately company assets are reflected in financial statements.
annual meeting of shareholders financial
"Vesting of each restricted stock unit is contingent on the Director's continued service as a director through the next annual meeting of shareholders."
A yearly gathering where a company’s owners (shareholders) vote on key items like electing the board, approving executive pay, and ratifying auditors, and receive updates on performance and strategy. Think of it as an annual town hall for owners: it matters to investors because outcomes and disclosures can affect leadership, corporate direction, dividend and governance policies, and therefore the company’s risk and potential return.
contingent right financial
"Each restricted stock unit represents a contingent right to receive the fair market value of a share of common stock of the Company."
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Form 4 Insider Transactions: What Each Field Means →
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*
KLEIN WARD M
(Last)(First)(Middle)
ENERGIZER HOLDINGS INC
533 MARYVILLE UNIVERSITY DR
(Street)
ST LOUIS MISSOURI 63141
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
CALERES INC [ CAL ] 		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)
06/08/2026		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
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(1)06/08/2026A12,196 (2) (2)Common Stock12,196$13.1212,196D
Explanation of Responses:
1. Each restricted stock unit represents a contingent right to receive the fair market value of a share of common stock of the Company.
2. Vesting of each restricted stock unit is contingent on the Director's continued service as a director through the next annual meeting of shareholders. The restricted stock units will be settled in shares of common stock of the Company on the date the Director's service as a director terminates or such other date as the Director may elect.
Becky Helvey, Attny In Fact for Mr. Klein06/10/2026
** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What did Caleres (CAL) director Ward M. Klein report in this Form 4?

Ward M. Klein reported receiving 12,196 Restricted Stock Units from Caleres. These RSUs are a stock-based compensation award tied to the company’s common stock and are contingent on his continued service as a director through the next annual meeting of shareholders.

How many Restricted Stock Units did Caleres (CAL) grant to Ward M. Klein?

Caleres granted Ward M. Klein 12,196 Restricted Stock Units. Following this award, his reported derivative holdings from this grant total 12,196 units, each linked to one underlying share of Caleres common stock, subject to the specified vesting and settlement conditions.

What is the reference value per unit for Ward M. Klein’s Caleres (CAL) RSU grant?

The RSU grant to Ward M. Klein uses a reference value of $13.12 per unit. This figure reflects the fair market value per share of Caleres common stock at the time of grant and is used for the award’s valuation, not as a cash exercise price.

When do Ward M. Klein’s Caleres (CAL) Restricted Stock Units vest?

The Restricted Stock Units vest only if Klein continues to serve as a director through the next annual meeting of shareholders. This service-based vesting condition links his compensation to ongoing board service over that period, reinforcing alignment with Caleres’ governance timeline.

How and when will Ward M. Klein’s Caleres (CAL) RSUs be settled?

The RSUs will be settled in shares of Caleres common stock. Settlement occurs on the date Klein’s service as a director terminates, or on another date he elects, providing flexibility in timing while keeping the award equity-settled rather than cash-based.

Do the Caleres (CAL) RSUs give Ward M. Klein immediate common shares?

The RSUs do not provide immediate common shares; they represent a contingent right. Each unit corresponds to the fair market value of one Caleres share, but actual shares are delivered only upon vesting and subsequent settlement under the terms of the award.