Genesco (NYSE: GCO) SVP sees 373 shares withheld for tax liability

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

GENESCO INC Senior VP Daniel E. Ewoldsen reported a routine tax-withholding event related to equity compensation. On the vesting of restricted stock granted under the Third Amended and Restated 2020 Equity Incentive Plan, 373 shares of common stock were withheld at $36.18 per share to cover minimum tax obligations. After this non‑market disposition, Ewoldsen directly holds 52,057 shares of Genesco common stock.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Ewoldsen Daniel E

Role Senior VP

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	373	$36.18	$13K

Holdings After Transaction: Common Stock — 52,057 shares (Direct, null)

Footnotes (1)

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Key Figures

Shares withheld for taxes: 373 shares Withholding price per share: $36.18 per share Shares held after transaction: 52,057 shares

3 metrics

Shares withheld for taxes 373 shares Withheld upon vesting of restricted stock to cover tax liability

Withholding price per share $36.18 per share Value used for 373 withheld shares of common stock

Shares held after transaction 52,057 shares Direct Genesco common stock holdings following tax withholding

Key Terms

restricted stock, tax withholding liability, Third Amended and Restated 2020 Equity Incentive Plan, tax-withholding disposition

4 terms

restricted stock financial

"upon the vesting of restricted stock granted under the Third Amended and Restated 2020 Equity Incentive Plan"

Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.

tax withholding liability financial

"Shares withheld to satisfy minimum tax withholding liability upon the vesting of restricted stock"

Third Amended and Restated 2020 Equity Incentive Plan financial

"restricted stock granted under the Third Amended and Restated 2020 Equity Incentive Plan"

tax-withholding disposition financial

"transaction_action: tax-withholding disposition"

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 06/29/2026 - 04:06 PM Accepted by SEC EDGAR 06/29/2026 - 04:05 PM

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^*

Ewoldsen Daniel E

(Last)

(First)

(Middle)

C/O GENESCO INC.

535 MARRIOTT DRIVE

(Street)

NASHVILLE

TENNESSEE

37214

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
GENESCO INC [ GCO ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/26/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	06/26/2026		F		373⁽¹⁾	D	$36.18	52,057	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Shares withheld to satisfy minimum tax withholding liability upon the vesting of restricted stock granted under the Third Amended and Restated 2020 Equity Incentive Plan.

	Scott E. Becker, Attorney-in-Fact	06/29/2026
	** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What did Genesco (GCO) Senior VP Daniel Ewoldsen report in this Form 4?

Daniel Ewoldsen reported 373 Genesco common shares being withheld to cover taxes on vested restricted stock. This was a compensation-related tax-withholding event, not an open-market trade, and it slightly reduced his directly held shares while remaining a routine transaction.

Was the Genesco (GCO) insider transaction a market sale of shares?

No, the transaction was not a market sale. The 373 shares were withheld by the company to satisfy minimum tax liabilities when restricted stock vested, a standard payroll-like mechanism rather than an elective open-market sale of Genesco stock by the executive.

How many Genesco (GCO) shares were withheld for taxes in this filing?

A total of 373 shares of Genesco common stock were withheld at $36.18 per share. These shares covered minimum tax withholding obligations triggered by the vesting of restricted stock granted under Genesco’s Third Amended and Restated 2020 Equity Incentive Plan.

How many Genesco (GCO) shares does Daniel Ewoldsen hold after this transaction?

Following the tax-withholding disposition, Daniel Ewoldsen directly holds 52,057 shares of Genesco common stock. This post-transaction balance reflects his remaining equity stake after 373 shares were withheld to satisfy tax obligations tied to vesting restricted stock awards.

What equity plan is involved in Daniel Ewoldsen’s Genesco (GCO) Form 4 filing?

The transaction arises from restricted stock granted under Genesco’s Third Amended and Restated 2020 Equity Incentive Plan. Shares vested under this plan triggered tax obligations, leading the company to withhold 373 common shares to satisfy minimum statutory withholding requirements for the executive.