Williams-Sonoma CFO Vesting Report: 6,984 RSUs Converted to Shares

Rhea-AI Filing Summary

Jeffrey Howie, EVP and Chief Financial Officer of Williams-Sonoma, Inc. (WSM), reported equity transactions on 09/12/2025. 6,984 restricted stock units vested and were converted into 6,984 shares of common stock 3,831 shares withheld to satisfy tax-withholding obligations $203.52 per share). An additional 250 shares were disposed 37,291 shares beneficially owned by Mr. Howie. The RSUs vest in four equal annual installments from 9/12/2023 through 9/12/2026 and are cancelled upon delivery of shares.

Positive

• Vesting occurred as scheduled, indicating the company is delivering previously granted equity compensation under the stated schedule.
• Tax withholding handled via share surrender, a routine mechanism that avoids a cash payment by the executive.

Negative

• Net holdings declined to 37,291 shares after withholding and other dispositions.
• Filing does not state percentage ownership of outstanding shares, limiting assessment of ownership significance.

Insights

Corporate Governance Expert

TL;DR: Routine executive equity vesting with standard tax withholding; not a signal of major governance change.

The Form 4 shows scheduled vesting of previously granted restricted stock units and the customary withholding of shares to cover taxes. The transactions were completed via standard mechanisms and were reported by an attorney-in-fact. There is no indication of unexpected disposition or any change in board or management roles in the filing. The remaining beneficial ownership of 37,291 shares reflects post-transaction holdings but the filing does not disclose percentage ownership relative to outstanding shares.

Executive Compensation Analyst

TL;DR: Compensation-related vesting occurred as scheduled; partial share withholding reduced reported share count.

The entry documents the vesting of 6,984 RSUs, consistent with the grant vesting schedule stated in the filing. Withholding of 3,831 shares to satisfy tax obligations is a common practice and was transacted at $203.52 per share. The filing notes remaining vesting installments through 2026, indicating ongoing equity-based retention incentives for the executive. No cash purchases or open-market sales beyond tax withholding and a 250 share disposition are recorded.

09/15/2025 - 06:18 PM

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^*

Howie Jeffrey

(Last) (First) (Middle)

3250 VAN NESS AVE.

(Street)

SAN FRANCISCO CA 94109

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
WILLIAMS SONOMA INC [ WSM ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP CHIEF FINANCIAL OFFICER

3. Date of Earliest Transaction (Month/Day/Year)
09/12/2025

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	09/12/2025		M		6,984	A	$0	41,372	D
Common Stock	09/12/2025		F		3,831(1)	D	$203.52	37,541	D
Common Stock	09/12/2025		G		250	D	$0	37,291	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
Restricted Stock Units	(2)	09/12/2025		M			6,984	(3)	(4)	Common Stock	6,984	$0	6,984	D

Explanation of Responses:

1. Represents the number of shares withheld upon vesting of restricted stock units to cover tax withholding obligations.

2. Each restricted stock unit represents a contingent right to receive one share of WSM common stock.

3. These restricted stock units vest in four equal installments on 9/12/2023, 9/12/2024, 9/12/2025 and 9/12/2026.

4. The restricted stock units are cancelled upon vesting and delivery of shares of WSM common stock.

	/s/ David R. King, Attorney-in-Fact for Jeffrey Howie	09/15/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What transactions did Jeffrey Howie (WSM) report on 09/12/2025?

The filing reports 6,984 RSUs vested and converted to shares, 3,831 shares were withheld for taxes at $203.52 per share, and 250 shares were otherwise disposed.

How many Williams-Sonoma shares does Jeffrey Howie beneficially own after the reported transactions?

The Form 4 reports that Mr. Howie beneficially owns 37,291 shares following the transactions.

What is the vesting schedule for the restricted stock units reported?

The RSUs vest in four equal installments on 9/12/2023, 9/12/2024, 9/12/2025, and 9/12/2026, and are cancelled upon vesting and delivery of shares.

Why were 3,831 shares reported as a disposition at $203.52 each?

Those shares were withheld upon vesting to satisfy tax-withholding obligations, as disclosed in the filing.

Who signed the Form 4 for Jeffrey Howie and when was it filed?

The filing is signed by David R. King, Attorney-in-Fact for Jeffrey Howie and dated 09/15/2025.