Central Garden & Pet (CENT) officer uses 6,437 shares to cover tax withholding

Rhea-AI Filing Summary

Central Garden & Pet officer John D. Walker III reported a tax-withholding disposition of 6,437 shares of Class A Common Stock on February 10, 2026. The shares were delivered to cover withholding taxes due upon vesting of restricted stock at a price of $33.81 per share.

After this transaction, he directly beneficially owned 61,548 Class A Common shares and indirectly held 2,200 units in the CENTA Stock Fund through the company 401(k) plan, which consists of company stock and cash.

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^*

Walker John D. III

(Last) (First) (Middle)

1340 TREAT BLVD

SUITE 600

(Street)

WALNUT CREEK CA 94597-7578

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CENTRAL GARDEN & PET CO [ CENT ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President, Garden Consumer Pro

3. Date of Earliest Transaction (Month/Day/Year)
02/10/2026

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
Class A Common Stock	02/10/2026		F(1)		6,437	D	$33.81	61,548	D
Units								2,200	I	By 401(k) Plan(2)

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. Shares delivered by Reporting Person in payment of the withholding tax liability upon vesting of restricted stock. The amount of shares withheld is based on the average of the high and low of the sales prices of CENTA on Febrauary 10, 2026.

2. The units represent interests in the CENTA Stock Fund in the Issuer's 401(k) Plan, which consist of shares of CENTA stock and cash.

	/s/Filomena Eickstaedt as Attorney-in-Fact for John Walker	02/10/2026
	** 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.

FAQ

What insider transaction did CENTRAL GARDEN & PET (CENT) report for John D. Walker III?

CENT reported that officer John D. Walker III delivered 6,437 Class A Common shares to cover withholding taxes on vested restricted stock. This was a tax-withholding disposition, not an open-market sale, and reflects shares used to satisfy tax obligations.

Was the CENTRAL GARDEN & PET (CENT) Form 4 transaction a stock sale in the open market?

No, the Form 4 shows a tax-withholding disposition, not an open-market sale. 6,437 shares were delivered to satisfy withholding taxes upon restricted stock vesting, based on the average of the high and low CENTA sale prices that day.

How many CENTRAL GARDEN & PET (CENT) shares does John D. Walker III own after the Form 4 event?

After the reported transaction, John D. Walker III directly beneficially owned 61,548 shares of Class A Common Stock. He also indirectly held 2,200 units in the CENTA Stock Fund through the company’s 401(k) plan, which includes stock and cash.

What price per share was used for the tax-withholding disposition in CENT’s Form 4?

The tax-withholding disposition used a price of $33.81 per share. The footnote explains this amount was based on the average of the high and low sales prices of CENTA on February 10, 2026, when the restricted stock vested.

What is the nature of the 401(k) holdings reported for CENTRAL GARDEN & PET (CENT)?

The filing reports 2,200 units held indirectly in the CENTA Stock Fund within the issuer’s 401(k) plan. According to the footnote, these units represent interests made up of CENTA stock and cash, reflecting retirement-plan investment rather than direct stock ownership.

What role does John D. Walker III hold at CENTRAL GARDEN & PET (CENT)?

The Form 4 identifies John D. Walker III as an officer of Central Garden & Pet, serving as President, Garden Consumer Pro. His insider status requires reporting equity-related transactions, including tax-withholding dispositions tied to restricted stock vesting.