Franklin Covey (FC) director awarded 5,778 shares at no cost

Rhea-AI Filing Summary

Franklin Covey director Donald J. McNamara acquired 5,778 common shares on January 23, 2026 in a transaction recorded at $0 per share, indicating a share grant rather than an open-market purchase. Following this award, he directly owns 459,980 common shares of Franklin Covey. The filing reflects an increase in his equity stake and confirms that the ownership is held directly rather than through an intermediary entity.

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^*

MCNAMARA DONALD J

(Last) (First) (Middle)

4200 TEXAS COMMERCE TOWER WEST

2200 ROSS AVE SUITE 4200

(Street)

DALLAS UT

(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
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
01/23/2026

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	01/23/2026		A		5,778	A	$0	459,980	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:

	/s/ Stephanie King, Attorney-in-Fact	01/27/2026
	** 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 (FC) report in this Form 4?

Franklin Covey reported that director Donald J. McNamara acquired 5,778 common shares on January 23, 2026, coded as an acquisition transaction.

At what price did Donald J. McNamara acquire Franklin Covey (FC) shares?

The 5,778 Franklin Covey common shares were recorded at a price of $0 per share, consistent with a share grant or similar award rather than a market purchase.

How many Franklin Covey (FC) shares does Donald J. McNamara own after this transaction?

After the reported acquisition, Donald J. McNamara beneficially owns 459,980 common shares of Franklin Covey.

Is Donald J. McNamara a director or officer of Franklin Covey (FC)?

Donald J. McNamara is reported as a director of Franklin Covey and is not listed as an officer or 10% owner in this filing.

Are Donald J. McNamara’s Franklin Covey (FC) shares held directly or indirectly?

The Form 4 shows that his 459,980 common shares are held with direct (D) ownership, with no indirect ownership nature specified.

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

No derivative securities are listed. The filing’s transactions involve only non-derivative common shares.