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[Form 4] Churchill Downs Inc Insider Trading Activity

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Churchill Downs Inc. President and COO William E. Mudd reported equity compensation and a stock sale. On February 5, 2026, he received 21,348 restricted stock units at $0, which will convert into common shares vesting in thirds on December 31 of 2026, 2027, and 2028. The same day, he acquired 16,648 shares of common stock at $0 in connection with the cash settlement of performance share units for the January 1, 2023–December 31, 2025 performance period, and then sold 16,648 shares of common stock at $93.69 per share. After these transactions, he directly owned 732,066.8 shares of common stock and 36,230 restricted stock units.

Positive

  • None.

Negative

  • None.
Insider Mudd William E.
Role President and COO
Type Security Shares Price Value
Grant/Award Restricted Stock Units 21,348 $0.00 --
Grant/Award Common Stock 16,648 $0.00 --
Disposition Common Stock 16,648 $93.69 $1.56M
Holdings After Transaction: Restricted Stock Units — 36,230 shares (Direct); Common Stock — 748,714.8 shares (Direct)
Footnotes (1)
  1. Represents the cash settlement of performance share units with respect to the performance period January 1, 2023 to December 31, 2025. Restricted stock units do not have a conversion price or expiration date and will be settled in common stock vesting in one-third increments on each of December 31, 2026, December 31, 2027 and December 31, 2028. Restricted stock vests over a multi-year period.
Form 4 Insider Transactions: What Each Field Means →
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*
Mudd William E.
(Last) (First) (Middle)
600 N. HURSTBOURNE PKWY
SUITE 400
(Street)
LOUISVILLE KY 40222
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Churchill Downs Inc [ CHDN ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
President and COO
3. Date of Earliest Transaction (Month/Day/Year)
02/05/2026
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 02/05/2026 A 16,648(1) A $0 748,714.8 D
Common Stock 02/05/2026 D 16,648 D $93.69 732,066.8 D
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
Restricted Stock Units (2) 02/05/2026 A 21,348 (3) (2) Common Stock 21,348 $0 36,230 D
Explanation of Responses:
1. Represents the cash settlement of performance share units with respect to the performance period January 1, 2023 to December 31, 2025.
2. Restricted stock units do not have a conversion price or expiration date and will be settled in common stock vesting in one-third increments on each of December 31, 2026, December 31, 2027 and December 31, 2028.
3. Restricted stock vests over a multi-year period.
Remarks:
Paula Chumbley Attorney-in-Fact for William E. Mudd 02/09/2026
** 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.

Source: View Original Filing on SEC EDGAR