[Form 4] FRANKLIN COVEY CO Insider Trading Activity

Rhea-AI Filing Summary

Franklin Covey Co. reported an insider equity award for an executive. On 11/13/2025, the President of the Education Division received 6,568 shares of common stock at a price of $0, reflecting a grant rather than an open-market purchase. After this award, the executive beneficially owns 225,204 common shares. The award is tied to the FY26 long-term incentive plan, with remaining tranches scheduled to vest in November 2026, November 2027, and November 2028.

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

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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^*

Covey Michael Sean Merrill

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President, Education Division

3. Date of Earliest Transaction (Month/Day/Year)
11/13/2025

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
Commmon shares	11/13/2025		A		6,568(1)	A	$0	225,204	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. FY26 LTIP, third vesting Nov 2026, Nov 2027, Nov 2028.

	/s/ Stephanie King, Attorney-in-Fact	11/17/2025
	** 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 insider transaction did Franklin Covey Co. (FC) report in this Form 4?

The filing reports that the President of the Education Division received an award of 6,568 shares of Franklin Covey common stock on 11/13/2025 as part of a long-term incentive plan.

At what price were the Franklin Covey (FC) shares acquired in this transaction?

The 6,568 common shares were acquired at a reported price of $0 per share, indicating they were granted as compensation rather than bought on the open market.

How many Franklin Covey (FC) shares does the reporting person own after this transaction?

Following the reported award, the executive beneficially owns 225,204 shares of Franklin Covey common stock, held in direct ownership.

What is the role of the insider involved in this Franklin Covey (FC) Form 4?

The reporting person is an officer of Franklin Covey, serving as President, Education Division, and is required to report equity transactions under Section 16 rules.

How is the FY26 long-term incentive plan structured for this Franklin Covey (FC) award?

The explanation notes that this FY26 long-term incentive plan award will continue to vest in three future tranches in November 2026, November 2027, and November 2028.

Does this Franklin Covey (FC) Form 4 include any derivative securities transactions?

The filing includes a table for derivative securities, but no derivative security acquisitions or dispositions are reported in the provided content.