Caleres (NYSE: CAL) SVP granted 4,689 shares; 1,610 withheld for tax

Rhea-AI Filing Summary

Caleres Inc. senior vice president and general counsel Thomas C. Burke reported a stock-based compensation event. He was issued 4,689 shares of Caleres common stock as a performance share award for fiscal years 2023–2025, approved by the Committee for Culture, Compensation and People on March 12, 2026.

To cover tax obligations, 1,610 shares were withheld at an indicated price of $9.52 per share. After these transactions, Burke directly holds 69,113 shares of common stock and indirectly holds 8,539 shares through a 401(k) plan.

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

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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^*

Burke Thomas C

(Last) (First) (Middle)

8300 MARYLAND AVENUE

(Street)

ST. LOUIS MO 63105

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CALERES INC [ CAL ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP, General Counsel

3. Date of Earliest Transaction (Month/Day/Year)
03/12/2026

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	03/12/2026		A		4,689(1)	A	$0	70,723	D
Common Stock	03/12/2026		F		1,610	D	$9.52	69,113	D
Common Stock								8,539	I	Indirect holding through 401(k) Plan

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. Represents issuance of shares pursuant to performance share award covering fiscal years 2023, 2024, and 2025, as approved for payment by the Committee for Culture, Compensation and People on March 12, 2026.

	Thomas C Burke	03/16/2026
	** Signature of Reporting Person	Date
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FAQ

What insider transaction did Caleres (CAL) SVP Thomas C. Burke report?

Thomas C. Burke reported receiving a grant of 4,689 Caleres common shares as a performance share award for fiscal years 2023–2025. The award was approved by the Committee for Culture, Compensation and People on March 12, 2026, and represents stock-based compensation, not an open-market purchase.

Why were 1,610 Caleres (CAL) shares disposed of in Thomas C. Burke’s Form 4?

The Form 4 shows 1,610 Caleres shares disposed of as a tax-withholding transaction, not an open-market sale. These shares were delivered to satisfy tax liability related to the stock award, using an indicated price of $9.52 per share according to the reported data.

How many Caleres (CAL) shares does Thomas C. Burke hold after this Form 4?

After the reported transactions, Thomas C. Burke directly holds 69,113 Caleres common shares. The filing also shows an indirect holding of 8,539 shares through a 401(k) plan, providing a view of both his direct and retirement-plan-related equity position.

What is the nature of the Caleres (CAL) performance share award to Thomas C. Burke?

The filing describes the grant as shares issued under a performance share award covering fiscal years 2023, 2024, and 2025. The award was approved for payment on March 12, 2026 by the Committee for Culture, Compensation and People, reflecting long-term incentive compensation.

Does Thomas C. Burke’s Caleres (CAL) Form 4 show any open-market stock trades?

The Form 4 shows a grant/award acquisition and a tax-withholding disposition, but no open-market buy or sell transactions. The acquisition code is “A” for an award, and the disposition code “F” reflects shares delivered for tax obligations rather than market trading activity.