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Designer Brands Inc. (DBI) EVP exercises RSUs, shares withheld

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Designer Brands Inc. executive Laura Davis, EVP and President of DSW Designer Shoe Warehouse, exercised and converted equity awards on August 1, 2026. Dividend equivalent rights for 12,566 units and restricted stock units for 101,935 units were converted into Class A common shares, and 34,547 shares were withheld at $6.04 per share to satisfy exercise price or tax obligations.

Positive

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Negative

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Insider Davis Laura
Role EVP;Pres DSW Designer ShoeWhse
Type Security Shares Price Value
Exercise Dividend Equivalent Rights F1 12,566 $0.00 $0.00
Exercise Restricted Stock Unit F2 101,935 $0.00 $0.00
Exercise Class A Common Shares 114,501 $0.00 $0.00
Exercise Price or Tax Liability Class A Common Shares 34,547 $6.04 $209K
Holdings After Transaction: Dividend Equivalent Rights — 24,403 shares (Direct); Restricted Stock Unit — 0 shares (Direct); Class A Common Shares — 100,151 shares (Direct)
Footnotes (2)
  1. F1. The dividend equivalent rights accrued on previously awarded restricted stock units (RSUs) and become exercisable proportionately with the RSUs to which they relate. Each dividend equivalent right is the economic equivalent of one share of Issuer's Class A common stock.
  2. F2. Each restricted stock unit represents a contingent right to receive one share of Issuer's Class A common stock.
Dividend equivalent rights converted 12,566 units Dividend equivalent rights converted into Class A common shares on August 1, 2026
Restricted stock units converted 101,935 units Restricted stock units converted into Class A common shares on August 1, 2026
Class A shares acquired via exercises 114,501 shares Class A common shares acquired through derivative exercises on August 1, 2026
Shares withheld for obligations 34,547 shares at $6.04 per share Class A common shares withheld to satisfy exercise price or tax liabilities
Dividend Equivalent Rights financial
"The dividend equivalent rights accrued on previously awarded restricted stock units (RSUs)"
Dividend equivalent rights are promises that mirror the cash payments shareholders get from a company’s profits, but they are paid to holders of certain awards (like stock options or restricted stock units) rather than to actual shares. Think of them as a paycheck top‑up that matches dividends while the award is not yet a real stock, and they matter to investors because they add to employee compensation costs and potential share dilution, affecting company profitability and per‑share value.
Restricted Stock Unit financial
"Each restricted stock unit represents a contingent right to receive one share"
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
Class A Common Shares financial
"Each dividend equivalent right is the economic equivalent of one share of Issuer's Class A common stock"
A Class A common share is a specific type of ordinary company share that represents an ownership stake and usually carries particular voting rights or payout priorities compared with other share classes. For investors it matters because those differences affect how much influence you have over company decisions, how dividends or liquidation proceeds might be distributed, and how easily the shares trade — like choosing between car models where one has extra features (more control) and another focuses on price or availability (liquidity).
Payment of exercise price or tax liability by delivering or withholding securities financial
"transaction_code_description: Payment of exercise price or tax liability by delivering or withholding securities"

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FAQ

What did Designer Brands (DBI) EVP Laura Davis report on August 1, 2026?

Laura Davis reported exercises and conversions of dividend equivalent rights and restricted stock units into Class A common shares on August 1, 2026. The activity included share withholding at $6.04 per share to cover exercise price or tax obligations related to these equity awards.

How many restricted stock units did Designer Brands (DBI) executive Laura Davis convert?

Laura Davis converted 101,935 restricted stock units into an equal number of Class A common shares. Each restricted stock unit represented a contingent right to receive one share of Designer Brands’ Class A common stock, and after this transaction, restricted stock unit holdings reported were reduced to zero.

What are the dividend equivalent rights in the Designer Brands (DBI) insider report?

The report shows dividend equivalent rights that accrued on previously awarded RSUs and convert proportionately with them. Each dividend equivalent right is the economic equivalent of one Class A common share, providing cash-dividend–like value when the underlying RSUs vest and are converted.

At what price were Designer Brands (DBI) shares withheld for exercise or tax obligations?

The report shows 34,547 Class A common shares withheld at $6.04 per share. These shares were delivered or withheld to satisfy exercise price or tax liabilities in connection with Laura Davis’s equity award exercises and conversions on August 1, 2026.

How many dividend equivalent rights remained for Laura Davis after the reported conversions at Designer Brands (DBI)?

After converting 12,566 dividend equivalent rights into Class A common shares, Laura Davis had 24,403 dividend equivalent rights remaining. These rights are tied to previously granted RSUs and remain economically equivalent to the company’s Class A common stock until further exercises occur.

What position does Laura Davis hold at Designer Brands (DBI) in this insider report?

Laura Davis is identified as an officer of Designer Brands Inc., serving as EVP; President of DSW Designer Shoe Warehouse. The reported equity award exercises and share withholding transactions reflect changes in her personal holdings of the company’s Class A common shares.
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*
Davis Laura

(Last)(First)(Middle)
810 DSW DRIVE

(Street)
COLUMBUS OHIO 43219

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Designer Brands Inc. [ DBI ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
EVP;Pres DSW Designer ShoeWhse
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/01/2026
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
Class A Common Shares08/01/2026M114,501A$0.0000134,698D
Class A Common Shares08/01/2026F34,547D$6.04100,151D
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
Dividend Equivalent Rights(1)08/01/2026M12,566 (1) (1)Class A Common Shares12,566$0.000024,403D
Restricted Stock Unit(2)08/01/2026M101,93508/01/202608/01/2026Class A Common Shares101,935$0.00000.0000D
Explanation of Responses:
1. The dividend equivalent rights accrued on previously awarded restricted stock units (RSUs) and become exercisable proportionately with the RSUs to which they relate. Each dividend equivalent right is the economic equivalent of one share of Issuer's Class A common stock.
2. Each restricted stock unit represents a contingent right to receive one share of Issuer's Class A common stock.
Katherine Alfano, Attorney-in-Fact08/04/2026
** 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)