Central Garden & Pet (CENTA) Director Reports 10b5-1 Sale and Holdings
Rhea-AI Filing Summary
Brooks Pennington III, a director of Central Garden & Pet Co. (CENTA), reported dispositions of company stock in a Form 4 filing. The filing shows a 08/13/2025 disposal of 442 shares of Common Stock at $0 (code G) and a 08/14/2025 sale of 3,281 shares of Class A Common Stock under a Rule 10b5-1 sales plan at an average reported price of $32.822, with the price range for those sales reported as $33.20 to $32.60. After the reported transactions, the filing reports 130,956 shares of Common Stock beneficially owned directly and 37,046 shares of Class A Common Stock held directly, plus additional indirect holdings through spouse, LLCs, and a 401(k) stock fund as disclosed in the filing. The filer disclaims beneficial ownership of certain shares owned by spouse and entities except to the extent of pecuniary interest.
Positive
- Sale executed under Rule 10b5-1 plan which indicates pre-arranged trading and mitigates concerns about opportunistic timing
- Complete disclosure of direct and indirect holdings, including spouse, LLCs, and 401(k) fund interests
Negative
- None.
Insights
TL;DR: Routine insider dispositions under a 10b5-1 plan, properly disclosed; no new governance concerns disclosed.
The Form 4 shows a director-initiated sale made pursuant to a Rule 10b5-1(c) plan and a separate gift/disposition coded as G. The filing includes required detail on direct and indirect holdings and disclaimers of beneficial ownership for spouse and related entities. From a governance perspective, the presence of a 10b5-1 plan signals pre-arranged trading and reduces concerns about opportunistic timing; the filing complies with Section 16 reporting conventions based on the included signatures and explanations.
TL;DR: Insider sold a modest number of shares; disclosed post-transaction holdings remain sizable.
The director sold 3,281 Class A shares at a reported average price of $32.822 under an established 10b5-1 plan and disposed of 442 Common Stock shares at $0 (code G). Reported direct beneficial ownership after the transactions is 130,956 Common shares and 37,046 Class A shares, with additional indirect interests via spouse, two LLCs, and a 401(k) fund. These figures are stated precisely in the filing and provide transparent disclosure of the insider's economic exposure.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Sale | Class A Common Stock | 3,281 | $32.822 | $108K |
| Gift | Common Stock | 442 | $0.00 | -- |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Units | -- | -- | -- |
Footnotes (1)
- Sale effected under sales plan pursuant to Rule 10b5-1(c)(1) of the Securities Exchange Act of 1934, as amended. The range of prices for the shares of Class A Common Stock is from $33.20 to $32.60. The Reporting Person undertakes that the Reporting Person will provide, upon request by the staff of the U.S. Securities and Exchange Commission, full information regarding the number of securities sold at each separate price. Mr. Pennington disclaims beneficial ownership of 6,579 shares of the Issuer's Class A Common Stock owned by his spouse and 6,938 shares of the Issuer's Common Stock owned by his spouse. By Pennington Management Company II, LLC, in which Mr. Pennington has an ownership interest. Mr. Pennington is the President of Pennington Management Company II, LLC. Mr. Pennington disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. By BPCB Timber Company, LLC, in which Mr. Pennington has an ownership interest. Mr. Pennington is the Managing Member of BPCB Timber Company, LLC. Mr. Pennington disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. 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.
