Scansource Insider Withholds 523 Shares to Cover RSU Taxes

Rhea-AI Filing Summary

Scansource, Inc. (SCSC) Form 4: Sr. EVP & Chief Legal Officer Shana C. Smith reported a non-market transaction on 08/25/2025 in which 523 shares of common stock were disposed of at a price of $44.34 per share. The filing states these shares were withheld to satisfy tax withholding obligations upon the vesting of restricted stock units, and the transaction reduced Ms. Smith’s beneficial ownership to 22,245 shares, held directly. The form was signed by an attorney-in-fact on 08/27/2025. This disclosure reflects routine tax-related share withholding rather than an open-market sale.

Insights

Financial Analyst

TL;DR: Routine tax withholding of vested RSUs; not a market-driven sale and likely immaterial to company valuation.

Disposal of 523 shares at $44.34 labeled as non-market and for tax withholding indicates compensation settlement mechanics rather than a signal about company fundamentals. The remaining direct ownership of 22,245 shares is disclosed, but without prior holdings data the percentage ownership change cannot be assessed. This is a compliance disclosure consistent with Section 16 reporting.

Corporate Governance Expert

TL;DR: Proper Form 4 disclosure of RSU tax withholding; procedure aligns with standard insider reporting requirements.

The report clearly states the nature of the transaction as tax withholding on vested restricted stock units and lists the reporting person’s role. Execution was certified by an attorney-in-fact. No indications of unusual timing or related-party issues appear in the filing text supplied.

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

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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^*

Smith Shana C

(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)
	Sr. EVP & Chief Legal Officer

3. Date of Earliest Transaction (Month/Day/Year)
08/25/2025

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	08/25/2025		F(1)		523	D	$44.34	22,245	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.

	J. Creighton Lynes, attorney-in-fact	08/27/2025
	** 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 transaction did Shana C. Smith report on the SCSC Form 4?

The filing reports a non-market disposal of 523 shares on 08/25/2025 at $44.34 per share to satisfy tax withholding from vested RSUs.

How many Scansource shares does Shana C. Smith beneficially own after the transaction?

After the reported transaction, Ms. Smith beneficially owns 22,245 shares, held directly.

Why were the 523 shares disposed of according to the Form 4?

The Form 4 states the shares were withheld to satisfy tax withholding obligations upon vesting of restricted stock units and classifies the transaction as non-market.

When was the transaction executed and when was the Form 4 signed?

The transaction date is 08/25/2025, and the Form 4 was signed by an attorney-in-fact on 08/27/2025.

What is Shana C. Smith's role at Scansource as listed in the filing?

She is listed as Sr. EVP & Chief Legal Officer and the form indicates she is an officer.