Floor & Decor (FND) CFO logs RSU tax withholding sale of 725 shares

Rhea-AI Filing Summary

Floor & Decor Holdings, Inc. executive reports routine share withholding for taxes. The company’s EVP & Chief Financial Officer reported the disposition of 725 shares of Class A common stock on 11/29/2025 at a price of $63.62 per share. These shares were surrendered to cover tax withholding due when previously granted restricted stock units vested, and the transaction is described as exempt under Rule 16b-3(e). After this tax-related transaction, the reporting person directly beneficially owns 27,798 shares of Floor & Decor Class A common stock.

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

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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^*

LANGLEY BRYAN

(Last) (First) (Middle)

C/O FLOOR & DECOR HOLDINGS, INC.

2500 WINDY RIDGE PARKWAY SE

(Street)

ATLANTA GA 30339

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Floor & Decor Holdings, Inc. [ FND ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP & CHIEF FINANCIAL OFFICER

3. Date of Earliest Transaction (Month/Day/Year)
11/29/2025

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
Class A common stock, par value $0.001	11/29/2025		F(1)		725	D	$63.62	27,798	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. Represents shares underlying restricted stock units ("RSUs") surrendered to satisfy the reporting person's tax withholding obligation upon vesting of the RSUs. The deemed disposition of the withheld shares is exempt pursuant to Rule 16b-3(e).

Remarks:

	/s/ David V. Christopherson, by Power of Attorney	12/01/2025
	** 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 insider transaction did Floor & Decor (FND) report in this Form 4?

The EVP & Chief Financial Officer reported the disposition of 725 shares of Floor & Decor Class A common stock on 11/29/2025 at $63.62 per share.

Why did the Floor & Decor (FND) executive dispose of 725 shares?

The 725 shares represent stock underlying restricted stock units that were surrendered to satisfy tax withholding obligations upon vesting of those RSUs.

Is the reported Floor & Decor (FND) insider transaction part of a compensation plan?

Yes. The filing explains that the shares came from restricted stock units (RSUs) that vested, and some shares were withheld to cover the executive’s tax obligations.

Is the tax-related share disposition by the FND executive treated as an exempt transaction?

The filing states that the deemed disposition of the withheld shares is exempt pursuant to Rule 16b-3(e), which generally covers certain equity compensation-related transactions.

How many Floor & Decor (FND) shares does the executive own after the transaction?

Following the tax withholding transaction, the EVP & Chief Financial Officer directly beneficially owns 27,798 shares of Floor & Decor Class A common stock.

Which Floor & Decor (FND) officer filed this Form 4?

The Form 4 was filed for an officer serving as EVP & Chief Financial Officer, with the signature block showing /s/ David V. Christopherson, by Power of Attorney.