FL Insider: 14,922 Options Exercised and Sold by President Franklin Bracken

Rhea-AI Filing Summary

Franklin Bracken, listed as President of Foot Locker, Inc. (FL), reported transactions dated 08/29/2025. He exercised 14,922 employee stock options with an exercise price of $21.60 per share (options granted March 25, 2020; exercisable in three installments beginning March 25, 2021; expiring March 25, 2030). Concurrently he sold 14,922 common shares at a weighted average price of $24.50 per share (sales ranged $24.530–$24.551). Following these transactions the reporting person beneficially owned 213,496 shares. The Form 4 was signed by an attorney-in-fact on behalf of Bracken on 09/02/2025.

Positive

• Reporting person retains significant stake after transactions with 213,496 shares beneficially owned

Negative

• None.

Insights

Securities Analyst

TL;DR: Exercise and matched sale of 14,922 shares; ownership remains sizable at 213,496 shares.

The report documents a routine exercise of employee stock options and an equivalent sale of shares on the same date. The exercise price was $21.60 and the weighted average sale price was $24.50, producing a spread of $2.90 per share on paper. These transactions changed the reporting person’s beneficial ownership from 228,418 shares to 213,496 shares, a measurable but not drastic reduction in holdings. No new derivative grants or additional material events are disclosed.

Corporate Governance Expert

TL;DR: Transaction is a standard insider exercise/sale event with disclosure completed via Form 4.

The Form 4 cites an employee stock option granted March 25, 2020 that became exercisable in tranches beginning March 25, 2021 and expires March 25, 2030. The reporting and signature details are properly presented, including an attorney-in-fact signature dated 09/02/2025. The filing contains explanatory footnotes about the weighted average sale price and the vesting history. There are no disclosures of unusual arrangements or additional material governance matters.

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^*

Bracken Franklin

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
08/29/2025

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	08/29/2025		M		14,922	A	$21.6	228,418	D
Common Stock	08/29/2025		S		14,922	D	$24.5(1)	213,496	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
Employee Stock Option (right to buy)	$21.6	08/29/2025		M			14,922	03/25/2021(2)	03/25/2030	Common Stock	14,922	$0	0	D

Explanation of Responses:

1. The stock price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $24.530 to $24.551, inclusive. The reporting person undertakes to provide to the Company, any security holder of the Company, or the staff of the U.S. Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

2. Stock Option granted on March 25, 2020 and became exercisable in three equal annual installments beginning March 25, 2021.

	/s/ Erin Conway, Attorney-in-Fact for Franklin Bracken	09/02/2025
	** 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

What transactions did Franklin Bracken report on Foot Locker (FL) Form 4?

He exercised 14,922 employee stock options at $21.60 per share and sold 14,922 common shares at a weighted average price of $24.50 on 08/29/2025.

How many Foot Locker shares does the reporting person own after the transactions?

213,496 shares beneficially owned following the reported transactions.

When were the options originally granted and when do they expire?

Options granted March 25, 2020; they became exercisable in three equal annual installments beginning March 25, 2021; expiration date March 25, 2030.

What prices were involved in the reported transactions?

Exercise price: $21.60 per share. Weighted average sale price: $24.50 per share (sales ranged $24.530–$24.551).

Who signed the Form 4 and when?

The Form 4 is signed by Erin Conway, Attorney-in-Fact for Franklin Bracken dated 09/02/2025.