Shoe Carnival's Largest Shareholder Strengthens Position with New Stock Grant

Rhea-AI Filing Summary

Shoe Carnival insider trading activity report reveals significant transactions by major shareholder Delores B. Weaver on June 25, 2025. The filing details two key transactions:

• Acquisition of 5,306 unrestricted common stock shares at $0.00 through a grant under the Amended and Restated 2017 Equity Incentive Plan (indirect ownership through spouse)
• Disposition of 1,353 shares at $18.85 per share, withheld for income and payroll tax purposes

Following these transactions, Weaver's beneficial ownership stands at 4,177,482 shares held indirectly through spouse and 4,833,178 shares held directly. As a 10% owner of Shoe Carnival, these transactions demonstrate continued significant insider stake in the company. The transactions were executed through a tax-efficient stock grant structure, with shares withheld for tax obligations.

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^*

WEAVER DELORES B

(Last) (First) (Middle)

1800 INNOVATION POINT

5TH FLOOR

(Street)

FORT MILL SC 29715

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
SHOE CARNIVAL INC [ SCVL ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
06/25/2025

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	06/25/2025		A		5,306(1)	A	$0.0	4,178,835	I	by Spouse
Common Stock	06/25/2025		F		1,353(2)	D	$18.85	4,177,482	I	by Spouse
Common Stock								4,833,178	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. Shares of unrestricted common stock granted to the reporting person's spouse on June 25, 2025, under the Shoe Carnival, Inc. Amended and Restated 2017 Equity Incentive Plan.

2. Represents shares withheld from the June 25, 2025 grant of unrestricted common stock to the reporting person's spouse for the payment of applicable income and payroll withholding taxes.

	By: Patrick C. Edwards For: Delores B. Weaver	06/27/2025
	** 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

How many SCVL shares did Delores B. Weaver acquire on June 25, 2025?

According to the Form 4 filing, Delores B. Weaver's spouse acquired 5,306 shares of unrestricted common stock on June 25, 2025, granted under the Shoe Carnival, Inc. Amended and Restated 2017 Equity Incentive Plan.

What is Delores B. Weaver's total SCVL share ownership after the June 25, 2025 transactions?

After the reported transactions, Delores B. Weaver owns 4,833,178 shares directly and 4,177,482 shares indirectly (through spouse), for a total beneficial ownership of approximately 9,010,660 shares of SCVL.

What was the price of SCVL shares withheld for tax purposes in Weaver's June 2025 transaction?

The Form 4 shows that 1,353 shares were withheld at a price of $18.85 per share for the payment of applicable income and payroll withholding taxes.

What is Delores B. Weaver's relationship to Shoe Carnival (SCVL)?

According to the Form 4 filing, Delores B. Weaver is identified as a 10% Owner of Shoe Carnival Inc (SCVL).