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Churchill Downs (CHDN) director awarded 2,257 restricted stock units for 2026 service

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

Rhea-AI Filing Summary

Churchill Downs Inc director Richard Alex Rankin received an equity grant tied to his 2026 board service. He acquired 2,257 shares of Common Stock through a grant of restricted stock units, with no cash price per share. These restricted stock units will vest one year from the anniversary of the April 21, 2026 grant date, and each unit is the economic equivalent of one share of common stock. The closing price of CHDN common stock on April 21, 2026 was used to determine the number of units granted. Following this award, Rankin directly holds a total of 101,468.17 shares, including restricted stock units and dividends credited on those units, with the equivalent shares from vested units to be transferred when he completes his service as a director.

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Insider Rankin Richard Alex
Role null
Type Security Shares Price Value
Grant/Award Common Stock 2,257 $0.00 --
Holdings After Transaction: Common Stock — 101,468.17 shares (Direct, null)
Footnotes (1)
  1. Restricted stock units granted in connection with 2026 director service which will vest one year from the anniversary of the grant date. Each restricted stock unit is the economic equivalent of one share of common stock. The closing price of CHDN common stock on April 21, 2026, was used to determine the number of restricted stock units granted. Restricted stock units do not have a conversion price or expiration date. Includes restricted stock units granted for service as a director and dividends awarded for such units. The equivalent shares of common stock related to the vested units will be transferred upon the reporting person's completion of service as a director.
Restricted stock units granted 2,257 shares Grant for 2026 director service on April 21, 2026
Grant price per share $0.00 per share Equity award with no cash purchase price
Total direct holdings after grant 101,468.17 shares Common Stock including RSUs and dividend equivalents after transaction
Vesting schedule 1 year from grant anniversary Restricted stock units vest one year from April 21, 2026 anniversary
restricted stock units financial
"Restricted stock units granted in connection with 2026 director service which will vest one year from the anniversary"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
economic equivalent of one share of common stock financial
"Each restricted stock unit is the economic equivalent of one share of common stock."
dividends awarded for such units financial
"Includes restricted stock units granted for service as a director and dividends awarded for such units."
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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*
Rankin Richard Alex
(Last)(First)(Middle)
600 N. HURSTBOURNE PKWY
SUITE 400
(Street)
LOUISVILLE KENTUCKY 40222
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
Churchill Downs Inc [ CHDN ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/21/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock04/21/2026A2,257(1)A$0(2)101,468.17(3)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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Restricted stock units granted in connection with 2026 director service which will vest one year from the anniversary of the grant date. Each restricted stock unit is the economic equivalent of one share of common stock. The closing price of CHDN common stock on April 21, 2026, was used to determine the number of restricted stock units granted.
2. Restricted stock units do not have a conversion price or expiration date.
3. Includes restricted stock units granted for service as a director and dividends awarded for such units. The equivalent shares of common stock related to the vested units will be transferred upon the reporting person's completion of service as a director.
Remarks:
Paula Chumbley, Attorney-in-Fact for R. Alexander Rankin04/23/2026
** Signature of Reporting PersonDate
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)

Source: View Original Filing on SEC EDGAR

FAQ

What did Richard Alex Rankin report in the latest Churchill Downs (CHDN) Form 4?

Richard Alex Rankin reported receiving 2,257 shares of Churchill Downs common stock via a restricted stock unit grant. The award relates to his 2026 director service and carries no cash purchase price, reflecting stock-based compensation rather than an open-market share purchase.

How many Churchill Downs (CHDN) shares does Richard Alex Rankin hold after this transaction?

After the grant, Richard Alex Rankin directly holds 101,468.17 shares of Churchill Downs common stock. This total includes restricted stock units granted for service as a director and dividend equivalents on those units, with equivalent common shares to be transferred when his board service ends.

What are the key terms of the 2026 director restricted stock unit grant at Churchill Downs (CHDN)?

The grant consists of restricted stock units that are the economic equivalent of Churchill Downs common shares. The units were granted for 2026 director service and will vest one year from the grant anniversary, with no conversion price or expiration date disclosed in the filing’s footnotes.

How was the number of restricted stock units for Richard Alex Rankin’s Churchill Downs (CHDN) grant determined?

The number of restricted stock units, 2,257, was based on the closing price of Churchill Downs common stock on April 21, 2026. That closing price was used solely to calculate how many units equaled the intended grant value for Rankin’s 2026 director compensation.

When will Richard Alex Rankin receive actual Churchill Downs (CHDN) shares from his restricted stock units?

The equivalent shares of Churchill Downs common stock related to vested restricted stock units will be transferred when Richard Alex Rankin completes his service as a director. Until then, he holds the units, which track the economic value of the underlying common shares.