[Form 4] SHOE CARNIVAL INC Insider Trading Activity

Rhea-AI Filing Summary

J. Wayne Weaver, identified as Chairman, Director and a >10% owner of Shoe Carnival, reported changes in his beneficial ownership on a Form 4. The filing shows a Code G disposition on 09/16/2025 of 166,666 common shares that were gifted by his spouse to a donor-advised charitable gift fund at a reported price of $0.0. The filing states the spouse relinquished control and has no pecuniary interest in the gifted shares.

The form lists 4,666,512 shares as indirectly beneficially owned following the reported transaction and also records a separate line showing 4,177,482 shares (direct) on the form. The report is signed on behalf of Mr. Weaver on 09/18/2025.

Positive

• Transparent disclosure of the spouse's charitable gift consistent with Section 16 reporting
• Clarifying statement that the spouse has no control or pecuniary interest in the gifted shares

Negative

• Reduction of 166,666 shares reported as disposed (Code G), decreasing household ownership by that amount

Insights

Financial Analyst

TL;DR: Insider reported a charitable gift by spouse disposing of 166,666 shares; overall disclosure is routine and non‑economic.

The transaction is coded G, indicating a gift from the reporting person’s spouse to a donor‑advised charitable fund, and the price is recorded as $0.0. The filing emphasizes that the spouse retains no control or pecuniary interest in the gifted shares, which reduces the reporting person's household economic exposure only if those shares were previously counted in indirect holdings. The Form shows large remaining positions: 4,666,512 shares indirectly owned and a separate line showing 4,177,482 (direct). There is no indication of sale proceeds or other compensatory transactions, so the market impact is likely minimal based solely on this disclosure.

Corporate Governance Expert

TL;DR: Filing documents a spouse’s estate‑planning gift; disclosure complies with Section 16 requirements and poses no governance red flags.

The report identifies Mr. Weaver as Chairman, Director and >10% owner and discloses a spouse’s charitable gift with explicit language that the spouse has no control or pecuniary interest in the gifted shares. That language clarifies the nature of indirect ownership changes and supports accurate beneficial‑ownership reporting. The signature block shows the form was executed by an authorized representative on behalf of Mr. Weaver. No insider trading or compensatory motive is stated in the filing.

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).

1. Name and Address of Reporting Person^*

WEAVER WAYNE J

(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	X	10% Owner
X	Officer (give title below)		Other (specify below)
	CHAIRMAN OF THE BOARD

3. Date of Earliest Transaction (Month/Day/Year)
09/16/2025

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	09/16/2025		G		166,666(1)	D	$0.0	4,666,512	I	by Spouse
Common Stock								4,177,482	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 shares were gifted by Delores B. Weaver, the reporting person's spouse, to a donor-advised charitable gift fund as part of her estate planning. The reporting person's spouse has no control over, and cannot direct the disposition of, the gifted shares by the charitable gift fund and has no pecuniary interest in the gifted shares.

	By: Patrick C. Edwards For: J. Wayne Weaver	09/18/2025
	** 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 did SHOE CARNIVAL INC (SCVL) insider J. Wayne Weaver report on the Form 4?

The Form 4 reports a Code G disposition on 09/16/2025 of 166,666 common shares that were gifted by the reporting person's spouse to a donor‑advised charitable fund.

What price was recorded for the shares disposed by the spouse on the Form 4?

The transaction is recorded at a price of $0.0, consistent with a gift (Code G) to a charitable fund.

How many shares does the Form 4 show as beneficially owned after the reported transaction?

The filing shows 4,666,512 shares as indirectly beneficially owned following the reported transaction and also lists 4,177,482 shares on a separate line (direct).

Who signed the Form 4 for J. Wayne Weaver and when was it filed?

The Form 4 was executed by Patrick C. Edwards for J. Wayne Weaver with a signature date of 09/18/2025.

Does the Form 4 indicate any pecuniary interest remaining with the spouse in the gifted shares?

No. The filing states the spouse has no control over and no pecuniary interest in the gifted shares held by the donor‑advised charitable fund.