Central Garden & Pet (CENT) CAO uses 1,329 shares to cover tax

Rhea-AI Filing Summary

Central Garden & Pet Chief Accounting Officer Howard Machek reported a routine insider transaction involving Class A common stock. On February 6, 2026, he delivered 1,329 Class A shares at $33.60 per share to cover withholding taxes due upon the vesting of restricted stock, as described in the footnotes.

After this tax-withholding transaction, he held 45,618 Class A common shares and 1,000 shares of Common Stock directly, plus 6,867 units indirectly through the issuer’s 401(k) plan, where the units represent interests in a CENTA stock fund consisting 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^*

Machek Howard

(Last) (First) (Middle)

C/O CENTRAL GARDEN & PET COMPANY

1340 TREAT BLVD, SUITE 600

(Street)

WALNUT CREEK CA 94597

(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)
	Chief Accounting Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/06/2026

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	02/06/2026		F(1)		1,329	D	$33.6	45,618	D
Common Stock								1,000	D
Units								6,867	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 February 6, 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 Howard Machek	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 CENT Chief Accounting Officer report?

Central Garden & Pet Chief Accounting Officer Howard Machek reported delivering 1,329 Class A shares at $33.60 per share on February 6, 2026. These shares were withheld to satisfy tax obligations arising from the vesting of restricted stock, rather than an open-market sale.

Was the CENT insider transaction a discretionary sale or tax withholding?

The transaction was tax withholding, not a discretionary sale. The footnote states the 1,329 shares were delivered to cover withholding tax liability when restricted stock vested, using the average of the high and low CENTA prices on February 6, 2026 to determine the share amount.

How many CENT Class A shares does Howard Machek hold after the transaction?

After the February 6, 2026 transaction, Howard Machek beneficially owned 45,618 shares of Central Garden & Pet Class A common stock directly. This figure reflects his holdings following the delivery of 1,329 shares to satisfy withholding taxes on vested restricted stock.

What other CENT holdings does Howard Machek report on this Form 4?

In addition to 45,618 Class A shares, Howard Machek reports direct ownership of 1,000 shares of Common Stock and 6,867 units indirectly through the issuer’s 401(k) plan. The units represent interests in a CENTA stock fund consisting of company stock and cash.

What does transaction code "F" mean in the CENT Form 4 filing?

Transaction code “F” indicates shares were used to pay tax withholding on equity awards. Here, 1,329 Class A shares were delivered to cover the withholding tax liability triggered when restricted stock vested, based on the average high and low sales prices of CENTA on February 6, 2026.

How are CENT units in the 401(k) plan defined in this filing?

The filing explains that the 6,867 units are interests in the CENTA Stock Fund in the company’s 401(k) plan. These units consist of shares of CENTA stock and cash, providing exposure to Central Garden & Pet stock within the retirement plan structure.