Form 4: Gardiner Kimberley S. reports disposition transactions in TSCO

Rhea-AI Filing Summary

Gardiner Kimberley S. reported disposition transactions in a Form 4 filing for TSCO. The filing lists transactions totaling 315 shares at a weighted average price of $54.06 per share. Following the reported transactions, holdings were 18,606 shares.

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^*

Gardiner Kimberley 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)
	SVP Chief Marketing Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/12/2026

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	02/12/2026		F(1)		314.587	D	$54.062	18,605.685	D
Common stock								1,608.105	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:

	Kimberley S. Gardiner by: /s/ Philip L. Codington, as Attorney-in-fact	02/17/2026
	** 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 Kimberley Gardiner report?

Kimberley Gardiner reported a tax-withholding disposition of 314.587 shares of Tractor Supply common stock. The shares were withheld on February 12, 2026 at $54.062 per share to satisfy tax liabilities from vesting restricted stock units.

Was the TSCO Form 4 transaction an open-market sale of shares?

No, the Form 4 describes a tax-withholding disposition, not an open-market sale. Shares were withheld to cover tax liabilities triggered by the vesting of restricted stock units, as explained in the filing’s footnote, rather than sold at the executive’s discretion.

How many TSCO shares does Kimberley Gardiner own after this Form 4?

After the reported transaction, Kimberley Gardiner beneficially owns 18,605.685 shares of Tractor Supply common stock directly and 1,608.105 shares indirectly through a Stock Purchase Plan, according to the ownership table in the Form 4 filing.

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

Transaction code F indicates a payment of tax liability by delivering or withholding securities. In this case, 314.587 Tractor Supply shares were withheld to satisfy tax obligations arising from the vesting of restricted stock units awarded to the executive.

What role does Kimberley Gardiner hold at Tractor Supply Company (TSCO)?

Kimberley Gardiner is reported as an officer of Tractor Supply Company, serving as SVP Chief Marketing Officer. The Form 4 identifies her in this executive capacity and reports her direct and indirect beneficial ownership of Tractor Supply common stock.

How is indirect ownership reported for TSCO shares in this Form 4?

The Form 4 shows 1,608.105 shares of Tractor Supply common stock held indirectly through a Stock Purchase Plan. This is classified as indirect beneficial ownership, separate from the executive’s directly held 18,605.685 shares after the reported tax-withholding transaction.