Tractor Supply (TSCO) EVP reports tax-share withholding on RSU vesting

Rhea-AI Filing Summary

Tractor Supply Company executive Jonathan S. Estep, EVP Chief Merchandise Officer, reported an automatic share withholding related to equity compensation. On 02/05/2026, 549.848 shares of common stock were withheld at $54.802 per share to cover tax obligations when restricted stock units vested, rather than being sold in the open market. After this transaction, Estep beneficially owned 74,055.384 common shares directly and 1,015.86 common shares indirectly through a Stock Purchase Plan.

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

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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^*

Estep Jonathan S

(Last) (First) (Middle)

C/O TRACTOR SUPPLY COMPANY

5401 VIRGINIA WAY

(Street)

BRENTWOOD TN 37027

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
TRACTOR SUPPLY CO /DE/ [ TSCO ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/05/2026

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	02/05/2026		F(1)		549.848	D	$54.802	74,055.384	D
Common stock								1,015.86	I	Stock Purchase Plan

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. This transaction represents the number of shares withheld to satisfy tax withholding liabilities incident to the lapse of vesting restrictions on the restricted stock units.

Remarks:

	Jonathan S. Estep by: /s/ Philip L. Codington, as Attorney-in-fact	02/09/2026
	** 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 insider transaction did TSCO executive Jonathan S. Estep report?

Jonathan S. Estep reported an automatic tax withholding of 549.848 Tractor Supply common shares. The shares were withheld when restricted stock units vested, covering tax liabilities rather than representing a discretionary open-market sale of stock.

What does the F transaction code mean in the TSCO Form 4 filing?

The F code indicates shares were withheld to pay taxes on a stock award. In this case, 549.848 Tractor Supply common shares were retained by the company when Estep’s restricted stock units vested, instead of being sold on the market.

At what price were Jonathan S. Estep’s TSCO shares withheld for taxes?

The shares were withheld at a price of $54.802 per share. This price applies to the 549.848 Tractor Supply common shares used to satisfy Estep’s tax withholding obligations upon vesting of restricted stock units.

How many Tractor Supply shares does Jonathan S. Estep hold after this transaction?

After the transaction, Estep beneficially owned 74,055.384 Tractor Supply common shares directly. He also held 1,015.86 additional common shares indirectly through a Stock Purchase Plan, according to the reported holdings in the Form 4.

Was the TSCO Form 4 transaction a market sale by the executive?

No, the filing explains the transaction was tax withholding on vesting restricted stock units. The 549.848 Tractor Supply shares were withheld to satisfy tax liabilities, rather than being voluntarily sold into the open market by Jonathan S. Estep.

What is Jonathan S. Estep’s role at Tractor Supply as shown in the Form 4?

Jonathan S. Estep is identified as an officer of Tractor Supply Company. His specific title in the Form 4 is EVP Chief Merchandise Officer, indicating a senior leadership position overseeing the company’s merchandise operations.