Genesco (GCO) SVP has 2,188 shares withheld for taxes on vesting

Q: Was Parag Desai’s Genesco (GCO) transaction an open-market stock sale?

No, the transaction was a tax-withholding disposition , not an open-market sale. 2,188 shares were withheld by the company to satisfy minimum tax liabilities triggered when Desai’s restricted stock vested under the 2020 Equity Incentive Plan .

Q: What price was used for the Genesco (GCO) shares withheld for taxes?

The shares withheld for taxes were valued at $28.39 per share . This price applied to the 2,188 common shares used to satisfy Parag Desai’s minimum tax withholding liability when restricted stock granted under the 2020 Equity Incentive Plan vested.

Q: What triggered the tax-withholding disposition reported by Genesco (GCO)?

The disposition was triggered by the vesting of restricted stock granted to Parag Desai under Genesco’s Third Amended and Restated 2020 Equity Incentive Plan . Upon vesting, 2,188 shares were automatically withheld to satisfy his minimum tax withholding liability.

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Genesco Inc. senior vice president and Chief Strategy & Digital Officer Parag Desai reported a routine tax-related share disposition. On the vesting of restricted stock granted under the company’s Third Amended and Restated 2020 Equity Incentive Plan, 2,188 common shares were withheld at $28.39 per share to cover minimum tax obligations. After this withholding, Desai directly owns 97,997 Genesco common shares, so the event reflects compensation and tax treatment rather than an open-market trade.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Desai Parag

Role SVP, Chief Strat & Dig Officer

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	2,188	$28.39	$62K

Holdings After Transaction: Common Stock — 97,997 shares (Direct)

Footnotes (1)

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Key Figures

Shares withheld for taxes: 2,188 shares Withholding price per share: $28.39 per share Shares owned after transaction: 97,997 shares

3 metrics

Shares withheld for taxes 2,188 shares Tax-withholding disposition on restricted stock vesting

Withholding price per share $28.39 per share Value applied to withheld shares

Shares owned after transaction 97,997 shares Direct Genesco common stock holdings post-transaction

Key Terms

restricted stock, minimum 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.

minimum 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.

Form 4 Insider Transactions: What Each Field Means →

04/06/2026 - 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^*

Desai Parag

(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)
	SVP, Chief Strat & Dig Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/02/2026

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	04/02/2026		F		2,188⁽¹⁾	D	$28.39	97,997	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	04/06/2026
	** 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) executive Parag Desai report in this Form 4?

Parag Desai reported a tax-related share disposition, where 2,188 Genesco common shares were withheld at $28.39 per share. The shares covered minimum tax obligations on vesting restricted stock granted under the company’s Third Amended and Restated 2020 Equity Incentive Plan.

Was Parag Desai’s Genesco (GCO) transaction an open-market stock sale?

No, the transaction was a tax-withholding disposition, not an open-market sale. 2,188 shares were withheld by the company to satisfy minimum tax liabilities triggered when Desai’s restricted stock vested under the 2020 Equity Incentive Plan.

How many Genesco (GCO) shares does Parag Desai hold after this Form 4 event?

Following the tax-withholding disposition, Parag Desai directly owns 97,997 Genesco common shares. This figure reflects his position after 2,188 shares were withheld to cover tax obligations upon vesting of restricted stock awards.

What price was used for the Genesco (GCO) shares withheld for taxes?

The shares withheld for taxes were valued at $28.39 per share. This price applied to the 2,188 common shares used to satisfy Parag Desai’s minimum tax withholding liability when restricted stock granted under the 2020 Equity Incentive Plan vested.

What triggered the tax-withholding disposition reported by Genesco (GCO)?

The disposition was triggered by the vesting of restricted stock granted to Parag Desai under Genesco’s Third Amended and Restated 2020 Equity Incentive Plan. Upon vesting, 2,188 shares were automatically withheld to satisfy his minimum tax withholding liability.