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[Form 4] FRANKLIN COVEY CO Insider Trading Activity

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

Rhea-AI Filing Summary

Franklin Covey Co (FC) reported insider transactions by its CEO and director on a Form 4. The filing shows several equity award vestings and related share withholdings for taxes in October and November 2025.

On 10/20/2025, 1,461 common shares were disposed of under code F at a price of $17.65 per share. On 11/21/2025, the reporting person acquired 11,299 common shares and 8,286 common shares at $0 per share from FY23 LTIP performance and time-based awards, while multiple F-code transactions on the same date withheld 4,995 shares at $15.13, 3,663 shares at $15.13, 1,762 shares at $19.56, and 1,292 shares at $19.56.

After these transactions, the reporting person directly owned 138,341 common shares of Franklin Covey.

Positive

  • None.

Negative

  • None.
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*
Walker Paul S

(Last) (First) (Middle)
2200 WEST PARKWAY BLVD.

(Street)
SALT LAKE CITY UT 84119

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
FRANKLIN COVEY CO [ FC ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
CEO, Director
3. Date of Earliest Transaction (Month/Day/Year)
10/20/2025
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
Common shares 10/20/2025 F 1,461(1) D $17.65 130,468 D
Common shares 11/21/2025 A 11,299(2) A $0 141,767 D
Common shares 11/21/2025 F 4,995 D $15.13 136,772 D
Common shares 11/21/2025 A 8,286(2) A $0 145,058 D
Common shares 11/21/2025 F 3,663 D $15.13 141,395 D
Common shares 11/21/2025 F 1,762(3) D $19.56 139,633 D
Common shares 11/21/2025 F 1,292(3) D $19.56 138,341 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
Explanation of Responses:
1. FY25 LTIP 1/3 time vested.
2. FY23 LTIP Performance Awards.
3. FY23 LTIP Time Vest.
/s/ Stephanie King, Attorney-in-Fact 11/25/2025
** 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 type of filing did Franklin Covey (FC) submit in this document?

This document is a Form 4, which reports changes in the beneficial ownership of equity securities by an insider of Franklin Covey Co (FC).

Who is the reporting person in the Franklin Covey (FC) Form 4 and what is their role?

The reporting person is an individual who is both a Director and an Officer, serving as CEO, Director of Franklin Covey Co.

What transactions did the Franklin Covey (FC) CEO report on 10/20/2025?

On 10/20/2025, the CEO reported a code F transaction disposing of 1,461 common shares at a price of $17.65 per share, typically reflecting shares withheld to cover tax obligations.

What equity awards vested for Franklin Covey (FC) on 11/21/2025?

On 11/21/2025, the CEO acquired 11,299 common shares and 8,286 common shares at $0 per share, identified as FY23 LTIP Performance Awards and FY23 LTIP Time Vest in the explanations.

What tax withholding transactions did the Franklin Covey (FC) CEO report on 11/21/2025?

On 11/21/2025, multiple code F transactions were reported, disposing of 4,995 shares and 3,663 shares at $15.13 per share, and 1,762 shares and 1,292 shares at $19.56 per share.

How many Franklin Covey (FC) shares did the CEO own after the reported transactions?

Following the reported transactions, the CEO directly beneficially owned 138,341 common shares of Franklin Covey Co.

What LTIP programs are referenced in the Franklin Covey (FC) Form 4?

The explanations reference FY25 LTIP 1/3 time vested, FY23 LTIP Performance Awards, and FY23 LTIP Time Vest as the sources of the reported share activity.

Franklin Covey Co

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SALT LAKE CITY