FND CEO covers taxes by surrendering 2,461 shares

Floor & Decor Holdings, Inc. director and CEO Bradley Paulsen reported a routine tax-withholding share disposition related to vested equity awards.

Rhea-AI Filing Summary

Floor & Decor Holdings, Inc. director and CEO Bradley Paulsen reported a routine tax-withholding share disposition related to vested equity awards. On the transaction date, 2,461 shares of Class A common stock were surrendered at a deemed price of $48.30 per share to cover his tax withholding obligation when restricted stock units vested.

The filing describes this as a tax-withholding disposition exempt under Rule 16b-3(e), not an open-market sale. After this transaction, Paulsen directly owns 82,549 shares of Class A common stock, so the withheld amount represents a relatively small portion of his overall holdings.

Insider Trade Summary

Exercise Price or Tax Liability: 2,461 shares

Exercise Price or Tax Liability 1 txn

Insider PAULSEN BRADLEY

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Class A common stock, par value $0.001	2,461	$48.30	$119K

Holdings After Transaction: Class A common stock, par value $0.001 — 82,549 shares (Direct)

Footnotes (1)

1. F1. 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).

Key Figures

Shares surrendered for tax withholding: 2,461 shares Deemed price per share: $48.30 per share Shares held after transaction: 82,549 shares

3 metrics

Shares surrendered for tax withholding 2,461 shares RSU vesting tax-withholding disposition on transaction date

Deemed price per share $48.30 per share Value used for 2,461-share tax-withholding disposition

Shares held after transaction 82,549 shares Direct holdings of Class A common stock following disposition

Key Terms

restricted stock units, tax withholding obligation, Rule 16b-3(e)

3 terms

restricted stock units financial

"Represents shares underlying restricted stock units ("RSUs") surrendered to satisfy the reporting person's tax withholding obligation"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

tax withholding obligation financial

"RSUs surrendered to satisfy the reporting person's tax withholding obligation upon vesting of the RSUs"

Rule 16b-3(e) regulatory

"The deemed disposition of the withheld shares is exempt pursuant to Rule 16b-3(e)."

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did FND CEO Bradley Paulsen report in this Form 4 filing?

Bradley Paulsen reported surrendering 2,461 shares of Floor & Decor Class A common stock to cover tax withholding on vested RSUs. The shares were deemed disposed at $48.30 each, and the transaction is described as exempt under Rule 16b-3(e), not an open-market sale.

Was the FND CEO’s Form 4 transaction an open-market sale of shares?

No. The Form 4 states the 2,461 shares were surrendered to satisfy Bradley Paulsen’s tax withholding obligation upon RSU vesting. This tax-withholding disposition is exempt under Rule 16b-3(e) and is not characterized as an open-market sale of Floor & Decor stock.

How many Floor & Decor shares does the FND CEO hold after this Form 4 transaction?

After surrendering 2,461 shares for tax withholding on vested RSUs, Bradley Paulsen directly holds 82,549 shares of Floor & Decor Class A common stock. This shows the withholding-related disposition represents a relatively small portion of his reported post-transaction share ownership.

What price per share was used for the FND CEO’s tax-withholding disposition?

The Form 4 shows a transaction price of $48.30 per share for the 2,461 Floor & Decor Class A shares surrendered. This price is used as the deemed value for the tax-withholding disposition tied to the vesting of restricted stock units reported in the filing.

What is the role of RSUs in Bradley Paulsen’s reported FND share disposition?

The 2,461 shares surrendered were underlying restricted stock units that had vested. Upon vesting, Bradley Paulsen used part of the vested shares to satisfy his tax withholding obligation, resulting in a tax-withholding disposition rather than a voluntary open-market sale of his holdings.

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

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Accepted by SEC EDGAR 05/07/2026 - 08:23 AM EDT Learn about SEC filing dates

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^*

PAULSEN BRADLEY

(Last) (First) (Middle)

C/O FLOOR & DECOR HOLDINGS, INC.

2500 WINDY RIDGE PARKWAY SE

(Street)

ATLANTA GEORGIA 30339

(City) (State) (Zip)

UNITED STATES

(Country)

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

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/05/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	05/05/2026		F(1)		2,461	D	$48.3	82,549	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	05/07/2026
	** 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.
* Form 4: SEC 1474 (03-26)