ADS EVP Talley acquires 1,217 shares, 2,709 options

ADVANCED DRAINAGE SYSTEMS, INC. executive Kevin C. Talley, EVP and CAO, reported new equity compensation grants.

Rhea-AI Filing Summary

ADVANCED DRAINAGE SYSTEMS, INC. executive Kevin C. Talley, EVP and CAO, reported new equity compensation grants. He received 1,217 shares of common stock as a grant at no cost, bringing his direct holdings to 63,453 common shares, including 49 shares acquired under the Employee Stock Purchase Plan.

Talleys indirect holdings through the company KSOP total 21,644.3045 common shares as a current allocation. He was also granted an option to purchase 2,709 shares of common stock at an exercise price of $138.09 per share, expiring on May 27, 2036. These options vest in three equal annual installments beginning on May 26, 2027, contingent on continued employment.

Insider Trade Summary

Grant/Award: 3,926 shares

Grant/Award 3 txns

Insider TALLEY KEVIN C

Role EVP and CAO

Type	Security	Shares	Price	Value
Grant/Award	Option to Purchase Common Stock	2,709	$0.00	$0.00
Grant/Award	Common Stock	1,217	$0.00	$0.00
holding	Common Stock	--	--	--

Holdings After Transaction: Option to Purchase Common Stock — 2,709 contracts (Direct); Common Stock — 63,453 shares (Direct); Common Stock — 21,644.3045 shares (Indirect, By KSOP)

Footnotes (3)

1. F1. Includes 49 shares of common stock acquired under the Advanced Drainage Systems, Inc. Employee Stock Purchase Plan, exempt under Rule 16b-3(c).
2. F2. Represents current allocation under KSOP.
3. F3. The options vest in three equal annual installments beginning on May 26, 2027, provided that the Reporting Person remains continuously employed by the Issuer through each applicable vesting date.

FAQ

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What did WMS executive Kevin C. Talley report in this Form 4 filing?

Kevin C. Talley reported new equity compensation awards. He received 1,217 shares of Advanced Drainage Systems common stock as a grant and a stock option for 2,709 shares, alongside updated direct and indirect share holdings.

How many WMS common shares does Kevin C. Talley now hold directly?

After the reported grant, Kevin C. Talley directly holds 63,453 shares of Advanced Drainage Systems common stock. This total includes 49 shares acquired under the company’s Employee Stock Purchase Plan, which is exempt under Rule 16b-3(c).

What stock option grant did Kevin C. Talley receive from WMS?

Talley received an option to purchase 2,709 shares of Advanced Drainage Systems common stock. The option has an exercise price of $138.09 per share and will vest over time, subject to his continued employment with the company.

When do Kevin C. Talley’s new WMS stock options vest and expire?

The options vest in three equal annual installments beginning on May 26, 2027. They expire on May 27, 2036, provided Kevin C. Talley remains continuously employed by Advanced Drainage Systems through each applicable vesting date.

What is Kevin C. Talley’s indirect ownership in WMS through the KSOP?

Talley has an indirect interest in 21,644.3045 shares of Advanced Drainage Systems common stock through the company’s KSOP. This figure represents his current allocation under the KSOP as disclosed in the Form 4 footnotes.

How were Employee Stock Purchase Plan shares reflected for WMS EVP Talley?

The filing notes that Talley’s direct holdings include 49 shares acquired under the Advanced Drainage Systems Employee Stock Purchase Plan. These ESPP purchases are exempt under Rule 16b-3(c) and are included within his total 63,453 directly held shares.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/28/2026 - 04:05 PM EDT Learn about SEC filing dates

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).

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^*

TALLEY KEVIN C

(Last) (First) (Middle)

C/O ADVANCED DRAINAGE SYSTEMS, INC.

4024 GREEN STRIPE LANE

(Street)

HILLIARD OHIO 43026

(City) (State) (Zip)

UNITED STATES

(Country)

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

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP and CAO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/26/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	05/26/2026		A		1,217	A	$0	63,453(1)	D
Common Stock								21,644.3045	I	By KSOP(2)

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
Option to Purchase Common Stock	$138.09	05/26/2026		A		2,709		(3)	05/27/2036	Common Stock	2,709	$0	2,709	D

Explanation of Responses:

1. Includes 49 shares of common stock acquired under the Advanced Drainage Systems, Inc. Employee Stock Purchase Plan, exempt under Rule 16b-3(c).

2. Represents current allocation under KSOP.

3. The options vest in three equal annual installments beginning on May 26, 2027, provided that the Reporting Person remains continuously employed by the Issuer through each applicable vesting date.

	/s/ Kevin C. Talley, by Scott A. Cottrill as attorney-in-fact	05/28/2026
	** 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.
* Form 4: SEC 1474 (03-26)