Shoe Carnival Strengthens Director Incentives with $150K+ Stock Grant

Rhea-AI Filing Summary

Shoe Carnival (SCVL) director Andrea R. Guthrie received a restricted stock award of 5,306 shares on June 25, 2025. The shares were acquired at a price of $0.00 as part of director compensation.

Key details of the transaction:

• The restricted stock award will vest on January 2, 2026
• Following the transaction, Guthrie directly owns 26,882 shares
• The Form 4 was filed by Patrick C. Edwards on behalf of Andrea R. Guthrie
• This was a non-derivative securities transaction with no associated options or other derivative instruments

This equity grant appears to be part of the company's standard director compensation program, designed to align the director's interests with those of shareholders through stock ownership.

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^*

Guthrie Andrea R.

(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)

X	Director		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(1)		5,306	A	$0.0	26,882	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. Restricted stock award. Restrictions will lapse on 1/2/2026.

	By: Patrick C. Edwards For: Andrea R. Guthrie	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).
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FAQ

How many shares of SCVL stock did Director Andrea Guthrie acquire on June 25, 2025?

According to the Form 4 filing, Director Andrea R. Guthrie acquired 5,306 shares of SCVL common stock on June 25, 2025 as a restricted stock award.

What is the vesting date for SCVL Director Guthrie's restricted stock award?

The restricted stock award's restrictions will lapse (vest) on January 2, 2026, as noted in the filing's explanatory notes.

How many total shares of SCVL does Director Guthrie own after this transaction?

Following this transaction, Director Andrea R. Guthrie directly owns 26,882 shares of Shoe Carnival Inc (SCVL) common stock.

What was the purchase price for SCVL Director Guthrie's restricted stock award?

The restricted stock award was granted at a price of $0.00 per share, as shown in the 'Price' column of Table I in the Form 4 filing.

Who filed this Form 4 for SCVL Director Andrea Guthrie?

The Form 4 was filed by Patrick C. Edwards on behalf of Andrea R. Guthrie, as indicated by the signature line dated June 27, 2025.