Caleres grants 29,303 stock units to sourcing chief

Caleres granted its Chief Sourcing Officer 29,303 stock-price-based incentive units tied to share-price hurdles over fiscal 2026–2028.

Rhea-AI Filing Summary

CALERES INC (symbol: CAL) is the issuer of record for a Form 4 filing submitted to the SEC. Freidman Daniel R reported acquisition or exercise transactions in this Form 4 filing.

CALERES INC (CAL) reported that Chief Sourcing Officer Daniel R. Freidman received a grant of 29,303 Stock Price Incentive Award units on September 11, 2026. Each unit is a contingent right to one share of common stock and vests in three stock-price-based tranches over a fiscal 2026–2028 performance period, with earned awards payable in increments. No Rule 10b5-1 trading plan is reported for this grant.

Insider Trade Summary

Grant/Award: 29,303 shares

Grant/Award 1 txn

Insider Freidman Daniel R

Role Chief Sourcing Officer

Type	Security	Shares	Price	Value
Grant/Award	Stock Price Incentive Award F1	29,303	$0.00	$0.00

Holdings After Transaction: Stock Price Incentive Award — 29,303 contracts (Direct)

Footnotes (1)

1. F1. Each Stock Price Incentive Award share represents a contingent right to receive one share of Common Stock. The Stock Price Incentive Award vests in three tranches based upon the per share price of the Company's Common Stock reaching certain specified stock price levels for 20 consecutive trading days, with 50% vesting upon achievement of the first price level, 25% vesting upon achievement of the second price level and 25% vesting upon achievement of the third price level. Earned awards are payable in increments over a three-year performance period (fiscal year 2026 - 2028).

Key Figures

Stock Price Incentive Award units granted: 29,303 units Underlying common shares: 29,303 shares Initial vested portion at first price level: 50% +4 more

7 metrics

Stock Price Incentive Award units granted 29,303 units Grant to Chief Sourcing Officer on September 11, 2026

Underlying common shares 29,303 shares Each unit represents one share of common stock

Initial vested portion at first price level 50% Portion of award vesting when first stock price level is achieved

Second and third tranche vesting portions 25% / 25% Portions vesting at the second and third stock price levels

Consecutive trading days requirement 20 trading days Required duration the share price must meet each specified level

Performance period Fiscal years 2026–2028 Three-year period over which earned awards are payable

Shares held after transaction 29,303 units Total Stock Price Incentive Award units reported following the grant

Key Terms

Stock Price Incentive Award, contingent right, tranches, performance period, +1 more

5 terms

Stock Price Incentive Award financial

"Each Stock Price Incentive Award share represents a contingent right to receive one share"

contingent right financial

"represents a contingent right to receive one share of Common Stock"

tranches financial

"The Stock Price Incentive Award vests in three tranches based upon the per share price"

Tranches are portions or slices of a larger financing deal—such as a loan, bond issue, or equity round—that are released at different times or under different conditions. For investors they matter because each tranche can carry different risk, interest or payout terms and may be paid only if certain targets are met; think of funding as slices of a cake handed out as progress is made.

performance period financial

"Earned awards are payable in increments over a three-year performance period"

The performance period is the specific time span over which an investment’s results, an employee’s targets, or a fund’s returns are measured and judged. It matters to investors because the length and start/end of that window determine which gains or losses count toward performance fees, bonus payouts, or benchmark comparisons—much like timing a race decides who wins, the chosen period can change whether results look strong or weak.

trading days market

"reaching certain specified stock price levels for 20 consecutive trading days"

Trading days are the specific days when a stock exchange is open and buying and selling of securities can occur, excluding weekends and exchange-declared holidays. Investors use trading days to measure performance, calculate settlement deadlines and time-sensitive events—think of them as the business hours calendar for markets, where returns, volumes and deadlines are counted only on days the market is operating.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What equity award did CAL (Caleres) grant to Chief Sourcing Officer Daniel R. Freidman?

Caleres granted Daniel R. Freidman a Stock Price Incentive Award for 29,303 units on September 11, 2026. Each unit represents a contingent right to receive one share of Caleres common stock, subject to stock-price-based vesting conditions over a multi-year period.

How do the Caleres (CAL) Stock Price Incentive Award units vest?

The Stock Price Incentive Award vests in three tranches based on Caleres’ share price reaching specified levels for 20 consecutive trading days: 50% at the first price level, 25% at the second, and 25% at the third.

Over what period is the Caleres (CAL) Stock Price Incentive Award measured and paid?

Earned awards are measured and payable over a three-year performance period covering fiscal years 2026–2028. Awards that meet the stock price conditions are paid in increments during this performance period.

What does each Caleres (CAL) Stock Price Incentive Award unit represent?

Each Stock Price Incentive Award unit represents a contingent right to receive one share of Caleres common stock. Shares are only earned and delivered if the company’s stock price reaches specified levels for the required duration.

Was the Caleres (CAL) equity grant made under a Rule 10b5-1 trading plan?

No. The Form 4 indicates that the Rule 10b5-1 checkbox is not affirmed, so this reported grant is not identified as being made pursuant to a Rule 10b5-1 trading plan.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/15/2026 - 06:07 PM Accepted by SEC EDGAR 09/15/2026 - 06:07 PM Learn about SEC filing dates

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
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^*

Freidman Daniel R

(Last) (First) (Middle)

156 W. 56TH STREET

(Street)

NEW YORK NEW YORK 10019

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/11/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Price Incentive Award	(1)	09/11/2026		A		29,303		(1)	(1)	Common Stock	29,303	$0	29,303	D

Explanation of Responses:

1. Each Stock Price Incentive Award share represents a contingent right to receive one share of Common Stock. The Stock Price Incentive Award vests in three tranches based upon the per share price of the Company's Common Stock reaching certain specified stock price levels for 20 consecutive trading days, with 50% vesting upon achievement of the first price level, 25% vesting upon achievement of the second price level and 25% vesting upon achievement of the third price level. Earned awards are payable in increments over a three-year performance period (fiscal year 2026 - 2028).

	Thomas C. Burke, Attny In Fact for Daniel R Friedman	09/15/2026
	** 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.
* Form 4: SEC 1474 (03-26)