Scansource CIO cashes out $278k in stock via pre-set plan

Rhea-AI Filing Summary

Scansource, Inc. (SCSC) – Form 4 insider transaction

On 20 June 2025, Rachel Hayden, Senior Executive Vice President & Chief Information Officer of Scansource, Inc., filed a Form 4 disclosing a single open-market sale (Transaction Code “S”) of the company’s common stock executed under a Rule 10b5-1 sales plan adopted 20 March 2025. Hayden disposed of 6,738 shares at an average price of $41.27 per share, representing gross proceeds of roughly $278 k. Following the sale, the executive retains direct beneficial ownership of 13,174 shares of Scansource common stock.

No derivative securities were reported and no other transactions were disclosed in the filing. The transaction does not alter Hayden’s officer status, and there is no indication that the reporting person is no longer subject to Section 16 obligations; the filing was made solely to report the change in beneficial ownership.

The use of a pre-arranged 10b5-1 plan indicates the transaction was scheduled in advance, providing an affirmative defense against insider-trading allegations.

Positive

• Use of Rule 10b5-1 plan demonstrates proactive compliance with insider-trading regulations and reduces governance risk.

Negative

• Insider sale of 6,738 shares (≈$278 k) represents a reduction of the executive’s direct holdings.

Insights

Equity Research Analyst

TL;DR – Officer sold 6,738 SCSC shares (~$278 k) via pre-set 10b5-1 plan; retains 13,174 shares.

The Form 4 shows a modest discretionary sale by the Chief Information Officer. After the sale, Hayden still owns roughly twice the amount sold, suggesting continued alignment but a partial cash-out. The 10b5-1 framework reduces informational signaling; nevertheless, insider sales can still be viewed cautiously by some investors, especially if clustered. With no accompanying operational updates or large volume relative to float, the market impact should be limited.

Corporate Governance Specialist

TL;DR – Scheduled 10b5-1 sale: good compliance, limited governance concern.

From a governance lens, the key positive is adherence to the SEC’s refreshed 10b5-1 requirements—plan adopted >90 days prior, single trade disclosed clearly. The transaction size is not material relative to company capitalization and leaves the executive with a meaningful stake, satisfying alignment principles. No red flags emerge.

Insider Trade Summary

Net Seller: 6,738 shares ($278,077)

Net Sell 1 txn

Insider Hayden Rachel

Role SEVP & CIO

Sold 6,738 shs ($278K)

Type	Security	Shares	Price	Value
Sale	Common Stock	6,738	$41.27	$278K

Holdings After Transaction: Common Stock — 13,174 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).

X

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^*

Hayden Rachel

(Last) (First) (Middle)

6 LOGUE COURT

(Street)

GREENVILLE SC 29615

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
SCANSOURCE, INC. [ SCSC ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SEVP & CIO

3. Date of Earliest Transaction (Month/Day/Year)
06/20/2025

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	06/20/2025		S(1)		6,738	D	$41.27	13,174	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. The transactions covered by this Form 4 have been effected pursuant to a Rule 10b5-1 Sales Plan adopted by the reporting person on March 20, 2025.

	J. Creighton Lynes, attorney-in-fact	06/20/2025
	** 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

How many Scansource (SCSC) shares did Rachel Hayden sell?

She sold 6,738 common shares.

At what price were the SCSC shares sold?

The sale price disclosed was $41.27 per share.

What is the remaining share ownership of Rachel Hayden after the transaction?

Hayden directly owns 13,174 SCSC shares after the sale.

Was the transaction executed under a 10b5-1 trading plan?

Yes. The Form 4 states it was under a Rule 10b5-1 sales plan adopted 20 March 2025.

Did the filing report any derivative security transactions?

No. No derivative securities were acquired or disposed of in this Form 4.