What share awards did the Franklin Covey (FC) director receive?

The director received 4,992 common shares on 11/10/2022 and 14,151 common shares on 11/21/2025, both at $0, described as FY23 LTIP time vested and FY23 LTIP performance awards.

Franklin Covey (FC) director Form 4 shows 707,033 shares

Q: What did Franklin Covey (FC) disclose in this Form 4 filing?

The Form 4 reports a Franklin Covey director acquiring and disposing of common shares in connection with FY23 long-term incentive plan awards, and updates the director's total shareholdings.

Q: How many Franklin Covey (FC) shares does the reporting person own after the transactions?

Following the reported transactions, the director beneficially owns 707,033 Franklin Covey common shares, held in direct ownership.

Q: Were any Franklin Covey (FC) shares sold or surrendered in this Form 4?

Yes. On 11/21/2025, the director had 6,858 shares disposed of at $15.13 and 2,207 shares disposed of at $19.56, both coded as F transactions.

Q: What does transaction code "F" mean for the Franklin Covey (FC) Form 4?

In this context, transactions coded F reflect dispositions of shares typically associated with tax withholding or similar events upon vesting, as indicated by the LTIP footnotes.

Q: What long-term incentive plans are referenced in the Franklin Covey (FC) Form 4?

The explanations reference FY23 B.LTIP Time Vested FY25, FY23 LTIP Performance Awards, and FY23 LTIP Time Vested as the sources of the reported share awards.

Franklin Covey Co (FC) filed a Form 4 reporting equity transactions by a director.

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Form Type

Rhea-AI Filing Summary

Franklin Covey Co (FC) filed a Form 4 reporting equity transactions by a director. On 11/10/2022, the director acquired 4,992 common shares at $0, related to an FY23 long-term incentive plan. On 11/21/2025, the director received an additional 14,151 common shares at $0 from FY23 LTIP performance awards, and had shares withheld or surrendered in two transactions of 6,858 shares at $15.13 and 2,207 shares at $19.56, tied to FY23 LTIP time-vested awards. After these transactions, the director beneficially owns 707,033 common shares, held directly.

Insider Trade Summary

4 transactions reported

Mixed 4 txns

Insider WHITMAN ROBERT A

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common shares	14,151	$0.00	$0.00
Exercise Price or Tax Liability	Common shares	6,858	$15.13	$104K
Exercise Price or Tax Liability	Common shares	2,207	$19.56	$43K
Grant/Award	Common shares	4,992	$0.00	$0.00

Holdings After Transaction: Common shares — 707,033 shares (Direct)

Footnotes (3)

F1. FY23 B.LTIP Time Vested FY25.
F2. FY23 LTIP Performance Awards.
F3. FY23 LTIP Time Vested.

FAQ

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What did Franklin Covey (FC) disclose in this Form 4 filing?

The Form 4 reports a Franklin Covey director acquiring and disposing of common shares in connection with FY23 long-term incentive plan awards, and updates the director's total shareholdings.

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

Following the reported transactions, the director beneficially owns 707,033 Franklin Covey common shares, held in direct ownership.

Were any Franklin Covey (FC) shares sold or surrendered in this Form 4?

Yes. On 11/21/2025, the director had 6,858 shares disposed of at $15.13 and 2,207 shares disposed of at $19.56, both coded as F transactions.

What does transaction code "F" mean for the Franklin Covey (FC) Form 4?

In this context, transactions coded F reflect dispositions of shares typically associated with tax withholding or similar events upon vesting, as indicated by the LTIP footnotes.

What long-term incentive plans are referenced in the Franklin Covey (FC) Form 4?

The explanations reference FY23 B.LTIP Time Vested FY25, FY23 LTIP Performance Awards, and FY23 LTIP Time Vested as the sources of the reported share awards.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Form 4 Insider Transactions: What Each Field Means →

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Accepted by SEC EDGAR 11/25/2025 - 02:55 PM EST

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^*

WHITMAN ROBERT A

(Last)

(First)

(Middle)

4200 TEXAS COMMERCE TOWER WEST

2200 ROSS AVE

(Street)

DALLAS

75201

(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)
11/10/2022

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common shares	11/10/2022		A		4,992⁽¹⁾	A	$0	701,947	D
Common shares	11/21/2025		A		14,151⁽²⁾	A	$0	716,098	D
Common shares	11/21/2025		F		6,858	D	$15.13	709,240	D
Common shares	11/21/2025		F		2,207⁽³⁾	D	$19.56	707,033	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. FY23 B.LTIP Time Vested FY25.

2. FY23 LTIP Performance Awards.

3. FY23 LTIP Time Vested.

	/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.

Source: View Original Filing on SEC EDGAR