WMS CEO Barbour files Form 4 on zero‑price stock transfers

Rhea-AI Filing Summary

Advanced Drainage Systems, Inc. (WMS) President & CEO and Director D. Scott Barbour reported changes in his beneficial ownership of company common stock on a Form 4 dated 11/25/2025. The filing shows multiple zero-price transactions with code "G", reflecting transfers of shares among his direct holdings and various personal and family trusts.

After these transactions, Barbour held 41,067 shares directly, 11,867 shares in a 2024 GRAT, 83,991 shares in his revocable trust, and 46,500 shares in a 2025 GRAT, along with additional indirect holdings including 98,805 shares in an irrevocable trust, 69,005 shares in a spouse’s irrevocable trust, and 16,997.0469 shares through a KSOP. All reported transfers were at a stated price of $0 per share.

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^*

BARBOUR D. SCOTT

(Last) (First) (Middle)

C/O ADVANCED DRAINAGE SYSTEMS, INC.

4640 TRUEMAN BOULEVARD

(Street)

HILLIARD OH 43026

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ADVANCED DRAINAGE SYSTEMS, INC. [ WMS ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
11/25/2025

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	11/25/2025		G		1,800	D	$0	41,067	D
Common Stock	11/25/2025		G		14,500	D	$0	11,867	I	Reporting Person's 2024 GRAT(1)
Common Stock	11/25/2025		G		14,500	A	$0	83,991	I	Reporting Person's Revocable Trust(2)
Common Stock	11/25/2025		G		46,500	D	$0	37,491	I	Reporting Person's Revocable Trust(2)
Common Stock	11/25/2025		G		46,500	A	$0	46,500	I	Reporting Person's 2025 GRAT(1)
Common Stock								98,805	I	Reporting Person's Irrevocable Trust(3)
Common Stock								6,495	I	Spouse's Revocable Trust(4)
Common Stock								69,005	I	Spouse's Irrevocable Trust(5)
Common Stock								25,111	I	Reporting Person's 2023 GRAT(1)
Common Stock								16,997.0469	I	By KSOP(6)

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 held in GRATs of which the reporting person is trustee.

2. Shares held in revocable trust for the benefit of the reporting person.

3. Shares held in irrevocable spousal access trust established by the reporting person, of which the reporting person's spouse is a co-trustee. The beneficiaries of the irrevocable trust are the reporting person and his children.

4. Shares held in revocable trust for the benefit of the reporting person's spouse.

5. Shares held in irrevocable spousal access trust established by the reporting person's spouse, of which the reporting person is a co-trustee. The beneficiaries of the irerrevocable trust include the reporting person's spouse and his children.

6. Represents current allocation under KSOP.

Remarks:

President & Chief Executive Officer

	/s/ D. Scott Barbour, by Scott A. Cottrill as attorney-in-fact	11/26/2025
	** 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 WMS insider D. Scott Barbour report on this Form 4?

The Form 4 reports that D. Scott Barbour, President & Chief Executive Officer and Director of Advanced Drainage Systems, Inc. (WMS), executed several zero-price transactions coded "G" on 11/25/2025, transferring common stock among his direct holdings and multiple personal and family trusts.

How many WMS shares does the CEO hold directly after the reported transactions?

Following the reported transactions, D. Scott Barbour beneficially owned 41,067 shares of Advanced Drainage Systems common stock directly, as shown in Table I of the filing.

What trusts are listed as holding WMS shares for the reporting person?

The filing lists several indirect holdings, including 2024, 2025, and 2023 GRATs, a revocable trust for the reporting person, an irrevocable trust for the reporting person and his children, a revocable trust for his spouse, and a spouse’s irrevocable trust, each holding specified amounts of Advanced Drainage Systems common stock.

Were any of the reported WMS stock transactions executed at a cash price?

No cash price was reported. All the listed transactions in Table I show a stated price of $0 per share, consistent with transfers coded "G" for Advanced Drainage Systems common stock.

Does the Form 4 show any derivative securities for WMS?

Table II, which would list derivative securities such as options or warrants, does not show any derivative securities acquired, disposed of, or beneficially owned for Advanced Drainage Systems, Inc. in this Form 4.

What plan-based holdings of WMS stock are reported for the CEO?

The filing notes that 16,997.0469 shares of Advanced Drainage Systems common stock are held by KSOP, described as representing the current allocation under the KSOP for the reporting person.