Designer Brands Insider Grant: 249k Units Held After June 18 Award

Rhea-AI Filing Summary

Designer Brands Inc. (DBI) – Form 4 insider filing details Director Elaine J. Eisenman’s equity activity on 06/18/2025.

• Derivative awards: 72,368 stock units granted (Transaction Code A) at $0.0000 per unit, plus 3,801 stock units credited as dividend-equivalent rights.
• Post-grant holdings: 249,471 stock units now beneficially owned directly.
• Each unit represents one Class A common share and vests upon grant; conversion to shares occurs when the director leaves the board.
• The filing shows no dispositions or sales and does not report any non-derivative transactions.

Because the award is routine director compensation with no cash component or sale of shares, the transaction is unlikely to have an immediate financial impact on Designer Brands’ balance sheet but does increase insider equity alignment.

Positive

• Director increased equity stake, enhancing alignment between board member and shareholders.

Negative

• None.

Insights

Securities Analyst

TL;DR: Routine director stock-unit grant; modestly positive for governance, immaterial to DBI’s fundamentals.

The Form 4 shows Director Elaine J. Eisenman received 72,368 stock units plus 3,801 dividend equivalents on 06/18/2025. The units vest immediately and convert only after board service ends, so there is no near-term share issuance pressure. Post-transaction ownership rises to 249,471 units. Transaction code “A” and zero price confirm a standard equity grant rather than an open-market purchase. While the filing signals continued insider commitment, the size is not large enough relative to DBI’s outstanding share count to materially affect valuation or float. I view the disclosure as governance-neutral with a slight positive tilt due to increased alignment.

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^*

EISENMAN ELAINE J

(Last) (First) (Middle)

810 DSW DRIVE

(Street)

COLUMBUS OH 43219

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Designer Brands Inc. [ DBI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
06/18/2025

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

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
Stock Unit	(1)	06/18/2025		A		72,368		(2)	(2)	Class A Common Shares	72,368	$0.0000	245,670(3)	D
Stock Unit	(1)	06/18/2025		A		3,801(4)		(2)	(2)	Class A Common Shares	3,801	$0.0000	249,471(3)	D

Explanation of Responses:

1. Each stock unit represents a contingent right to receive one share of the Issuer's Class A common stock.

2. The stock unit becomes vested upon the date of grant and will be converted to an equal number of shares of Issuer's Class A common stock upon Insider's termination of service from the Board of Directors.

3. Total includes stock units acquired pursuant to a special dividend and accrued dividend equivalent rights.

4. Shares represent dividend equivalent rights accrued on previously awarded stock units.

	Katherine Alfano, Attorney-in-Fact	06/23/2025
	** 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 did Designer Brands (DBI) disclose in the latest Form 4?

A director received 72,368 stock units and 3,801 dividend-equivalent units on 06/18/2025; no shares were sold.

How many DBI shares does Elaine J. Eisenman now beneficially own?

After the grant, she holds 249,471 stock units, each convertible to one Class A share.

Do the stock units vest immediately?

Yes. They vest on the grant date but convert to common shares only upon the director’s board departure.

Was any cash paid for the DBI stock units?

No. The units were granted at $0.0000, indicating a compensation award, not a purchase.

Does this Form 4 indicate selling pressure for DBI stock?

No. The filing records acquisitions only; there were no dispositions.