SCSC Form 4: SEVP & CIO Sells Shares, RSU Withholding Reported

Rhea-AI Filing Summary

Insider transactions at ScanSource (SCSC): Rachel Hayden, the companys SEVP & CIO, reported three non-derivative transactions in late August 2025. On 08/27/2025 381 shares were withheld to satisfy tax withholding upon RSU vesting (a non-market transaction) at a reported price of $44.69. On 08/28/2025 and 08/29/2025 she sold 1,080 shares at $44.69 and 833 shares at $44.36, respectively, under a Rule 10b5-1 sales plan adopted March 20, 2025. Beneficial ownership reported after these transactions declined from 12,768 shares to 10,855 shares by 08/29/2025.

Positive

• Sales executed under a Rule 10b5-1 plan, indicating pre-planned transactions
• RSU shares withheld for taxes were identified as a non-market transaction

Negative

• Beneficial ownership decreased from 12,768 shares to 10,855 shares following the reported transactions
• Total disposed shares reported were 381 (withheld) and 1,913 (sold under plan) at ~ $44.69/$44.36

Insights

Financial Analyst

TL;DR: Routine insider share withholding and scheduled sales under a 10b5-1 plan; not a voluntary open-market block sale.

The filings show a small, staged reduction in holdings through tax withholding on vested RSUs and two sales executed under a pre-established Rule 10b5-1 plan. Transaction prices were $44.69 and $44.36, and reported beneficial ownership declined to 10,855 shares. These are scheduled and tax-related transactions rather than opportunistic market dispositions.

Compliance/Risk Analyst

TL;DR: Disclosures align with planned and non-market events; compliance controls (10b5-1) are documented.

The Form 4 explicitly states the sales were made pursuant to a 10b5-1 plan adopted March 20, 2025, and the RSU withholding was a non-market, tax-related action. The filing includes transaction codes and prices, and it is signed by an attorney-in-fact, indicating formal execution. No derivative or other complex transactions are reported.

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)
08/27/2025

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	08/27/2025		F(1)		381	D	$44.69	12,768	D
Common Stock	08/28/2025		S(2)		1,080	D	$44.69	11,688	D
Common Stock	08/29/2025		S(2)		833	D	$44.36	10,855	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. Reflects shares withheld in satisfaction of tax withholding obligations upon vesting of restricted stock units. This is a non-market transaction.

2. Reflects shares sold pursuant to a Rule 10b5-1 Sales Plan adopted by the reporting person on March 20, 2025.

	J. Creighton Lynes, attorney-in-fact	08/29/2025
	** 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

What transactions did Rachel Hayden report for SCSC?

The Form 4 reports 381 shares withheld for tax withholding on 08/27/2025 and sales of 1,080 and 833 shares on 08/28/2025 and 08/29/2025, respectively.

Were the sales by the insider discretionary or planned for SCSC?

The sales on 08/28/2025 and 08/29/2025 were executed pursuant to a Rule 10b5-1 sales plan adopted on March 20, 2025.

What prices were reported for the SCSC share transactions?

The reported prices were $44.69 for the 08/27 and 08/28 transactions and $44.36 for the 08/29 transaction.

How did these transactions affect the insiders ownership of SCSC shares?

Reported beneficial ownership declined to 10,855 shares by 08/29/2025, down from 12,768 after the first reported transaction.

Was any derivative or option activity reported in this Form 4 for SCSC?

No. Table II (derivative securities) shows no reported derivative or option transactions in this filing.