[Form 4] Foot Locker, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Ryerson Holding Corp. (RYI) Form 4 filing: Director Kirk K. Calhoun reported the receipt of 405 shares of common stock on 30 June 2025 under the company’s Director Compensation Program. The equity award vested immediately and was granted at $0 cost to the director. Following the transaction, Calhoun’s direct ownership rises to 3,458 shares. No derivative securities or sales were disclosed in this filing.

The transaction is routine, reflects standard annual board compensation, and does not signal any change in the company’s fundamentals or insider sentiment beyond a modest increase in insider ownership.

Insights

Financial Analyst

TL;DR: Routine director stock grant; immaterial to valuation.

The award of 405 shares to Director Calhoun is standard board compensation, adding roughly US$15-20k in equity based on recent trading ranges. Insider ownership increases slightly but remains de-minimis relative to Ryerson’s ~36 million shares outstanding. No purchase for cash and no sales were reported, so the filing offers limited insight into insider conviction or near-term fundamentals.

Corporate Governance Expert

TL;DR: Filing confirms compliance with director pay plan; neutral impact.

The equity grant aligns with Ryerson’s disclosed director compensation structure and vests immediately, indicating straightforward governance practice with no performance conditions. The Form 4 was timely filed and electronically signed, demonstrating Section 16 compliance. There are no red flags such as large disposals or 10b5-1 plan activity.

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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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 Tristan

(Last) (First) (Middle)

C/O FOOT LOCKER, INC.,

330 WEST 34TH STREET

(Street)

NEW YORK NY 10001

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
FOOT LOCKER, INC. [ FL ]

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)
07/01/2025

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 Stock	07/01/2025		A(1)		3,658.102	A	$24.5(2)	25,425.579	D
Common Stock								5,965	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. Stock distribution made in payment of the stock portion of the reporting person's 2025 annual retainer. The reporting person elected to defer the receipt of these shares until the reporting person's termination of service as a director.

2. Reflects the closing price of a share of the Company's common stock on June 30, 2025.

	/s/ Erin Conway, Attorney-in-Fact for Tristan Walker	07/02/2025
	** 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 Ryerson (RYI) shares did Director Kirk Calhoun acquire?

He received 405 shares of Ryerson common stock as part of the Director Compensation Program.

What is Kirk Calhoun’s total Ryerson shareholding after the grant?

Following the award, he beneficially owns 3,458 shares directly.

Did the Form 4 include any stock sales by the director?

No. The filing shows only an acquisition; there were no dispositions reported.

Was the equity grant under a 10b5-1 trading plan?

The checkbox for Rule 10b5-1(c) was not marked, indicating the transaction was not under a pre-arranged plan.

Does this Form 4 suggest a change in Ryerson’s outlook?

The grant is routine board compensation and is generally considered neutral for the company’s outlook.