Fox Factory (FOXF) CEO granted 149,585 restricted stock units in award

Rhea-AI Filing Summary

FOX FACTORY HOLDING CORP Chief Executive Officer Michael C. Dennison reported an acquisition of company equity through a compensation grant. On March 3, 2026, he received 149,585 restricted stock units at a price of $0.00 per unit under the 2022 Omnibus Plan. These restricted stock units vest in three equal annual installments beginning on March 4, 2027, meaning the award pays out over time if service conditions are met. Following this grant, Dennison’s directly held equity position reported in this filing totals 413,035 shares of common stock. The company noted the report was filed late due to an inadvertent administrative error.

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^*

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)
03/03/2026

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	03/03/2026(1)		A		149,585	A(2)	$0	413,035	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. This transaction is being reported late due to an inadvertent administrative error.

2. The Reporting Person received a grant of restricted stock units pursuant to the Issuer's 2022 Omnibus Plan. The restricted stock units vest in three equal annual installments beginning on March 4, 2027.

Remarks:

	/s/ Michael C. Dennison, by Toby D. Merchant as attorney-in-fact	03/11/2026
	** 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.
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FAQ

What insider transaction did FOXF CEO Michael C. Dennison report on this Form 4?

Michael C. Dennison reported receiving a grant of 149,585 restricted stock units of FOX FACTORY HOLDING CORP common stock. The grant is a form of equity compensation under the company’s 2022 Omnibus Plan rather than an open-market share purchase.

How many FOXF shares does the CEO hold after this restricted stock unit grant?

After the reported award, Michael C. Dennison is shown holding 413,035 shares of FOX FACTORY HOLDING CORP common stock directly. This figure reflects his position immediately following the 149,585-unit restricted stock grant disclosed in the Form 4 filing.

What are the vesting terms for Michael C. Dennison’s 149,585 FOXF restricted stock units?

The 149,585 restricted stock units vest in three equal annual installments starting on March 4, 2027. This schedule means one-third of the units convert into common stock each year over three years, subject to the award’s service or other plan conditions.

Did Michael C. Dennison pay cash for the 149,585 FOXF restricted stock units?

No cash changed hands for this award; the Form 4 lists a price of $0.00 per share. The units were granted as equity compensation under FOX FACTORY HOLDING CORP’s 2022 Omnibus Plan rather than purchased on the open market.

Why was this FOXF CEO Form 4 for restricted stock units filed late?

The footnotes state the transaction is being reported late due to an inadvertent administrative error. This explanation indicates the timing issue relates to an internal reporting oversight rather than any change to the substance of the equity grant itself.

Are the 149,585 FOXF restricted stock units immediately available as common shares?

The restricted stock units are not fully available as common shares immediately. They convert into common stock in three equal annual installments beginning March 4, 2027, so the economic benefit is realized gradually over the three-year vesting period.