[Form 4] Franklin Covey Company Insider Trading Activity

Rhea-AI Filing Summary

Franklin Covey Co. (FC) – Form 4 insider filing

CEO and Director Paul S. Walker reported an equity transaction dated 07/11/2025.

• Type of security: Common Shares granted under the FY25 Long-Term Incentive Plan (LTIP).
• Shares acquired: 9,914 at an indicated price of $0, reflecting a stock award rather than an open-market purchase.
• Post-transaction holding: 108,213 directly owned common shares.
• Vesting schedule note: Award vests in three equal tranches in Oct 2025, Oct 2026 and Oct 2027.

No derivative securities were reported. The filing was signed by Attorney-in-Fact Stephanie King on 07/14/2025.

The transaction modestly increases insider ownership but does not involve cash outlay, suggesting routine compensation rather than a discretionary investment signal.

Positive

• Alignment of interests: Additional 9,914 shares further links CEO wealth to Franklin Covey’s share performance.

Negative

• No cash purchase signal: Awarded shares at $0 provide limited insight into management’s valuation view.

Insights

Financial Analyst

TL;DR: Routine equity grant increases CEO’s stake; limited market impact.

The Form 4 shows a standard LTIP award of 9,914 shares to CEO Paul S. Walker. His total direct holding rises to 108,213 shares, aligning incentives with shareholders. Because the shares were awarded at $0 and vest over three years, the filing represents compensation, not a bullish cash purchase. Such grants are commonplace and typically priced into expectations, so the disclosure is unlikely to influence valuation or liquidity meaningfully.

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
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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)
07/11/2025

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	07/11/2025		A		9,914(1)	A	$0	108,213	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, third vesting Oct 2025, Oct 2026, Oct 2027.

	Stephanie King, Attorney-in-Fact	07/14/2025
	** 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

How many Franklin Covey (FC) shares did the CEO acquire on 07/11/2025?

Paul S. Walker received 9,914 common shares.

What is the CEO’s total Franklin Covey ownership after the Form 4 transaction?

His direct holding increased to 108,213 common shares.

Was the insider trade an open-market purchase?

No. The shares were granted at $0 under the FY25 LTIP, not bought on the market.

When will the awarded shares vest?

They vest in three equal tranches in Oct 2025, Oct 2026, and Oct 2027.

Does the filing include any derivative securities?

The Form 4 reports no derivative securities for this transaction.