FOXF (FOXF) CEO reports 7,174-share tax-withholding disposition on RSU vesting

Rhea-AI Filing Summary

FOX FACTORY HOLDING CORP Chief Executive Officer Michael C. Dennison reported an automatic share disposition related to equity compensation. On February 27, 2026, 7,174 shares of common stock were withheld at $16.84 per share to cover tax obligations from vesting restricted stock units. After this tax-withholding disposition, Dennison directly owned 274,091 shares of FOX Factory common stock.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider DENNISON MICHAEL C.

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	7,174	$16.84	$121K

Holdings After Transaction: Common Stock — 274,091 shares (Direct)

Footnotes (1)

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Form 4 Insider Transactions: What Each Field Means →

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^*

DENNISON MICHAEL C.

(Last) (First) (Middle)

C/O FOX FACTORY HOLDING CORP.

2055 SUGARLOAF CIRCLE, SUITE 300

(Street)

DULUTH GA 30097

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
FOX FACTORY HOLDING CORP [ FOXF ]

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

3. Date of Earliest Transaction (Month/Day/Year)
02/27/2026

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	02/27/2026		F(1)		7,174	D	$16.84	274,091	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. Shares withheld to satisfy tax obligations arising out of vesting of restricted stock units.

Remarks:

	/s/ Michael C. Dennison, by Toby D. Merchant as attorney-in-fact	03/03/2026
	** 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.

FAQ

What insider transaction did FOXF CEO Michael C. Dennison report?

Michael C. Dennison reported an automatic tax-withholding disposition of 7,174 FOXF common shares. The shares were withheld to satisfy tax obligations arising from the vesting of restricted stock units rather than an open-market trade.

Was the FOXF CEO’s Form 4 transaction an open-market sale?

No, the Form 4 shows a tax-withholding disposition, not an open-market sale. Shares were withheld by the issuer to cover tax obligations triggered when restricted stock units vested for CEO Michael C. Dennison.

How many FOXF shares were withheld for Michael C. Dennison’s taxes?

A total of 7,174 FOXF common shares were withheld to cover tax obligations. The withholding price reported was $16.84 per share, reflecting the value used to satisfy the related tax liability on vesting RSUs.

How many FOXF shares does Michael C. Dennison hold after this transaction?

Following the tax-withholding disposition, Michael C. Dennison directly owned 274,091 FOXF common shares. This figure reflects his remaining direct holdings after 7,174 shares were withheld to satisfy equity award tax obligations.

What does transaction code "F" mean in the FOXF Form 4 filing?

Transaction code “F” indicates shares used to pay an exercise price or tax liability. In this FOXF filing, it reflects shares withheld to satisfy tax obligations from vesting restricted stock units held by CEO Michael C. Dennison.