Gray Andrew 4

What Happened

• Andrew Gray, Senior Vice President of Genesco Inc. (GCO), had 3,854 shares withheld to satisfy tax withholding upon the vesting of restricted stock. The shares were recorded at $28.93 each, for a total value of approximately $111,496. This was a tax-withholding disposition (transaction code F), not an open-market sale.

Key Details

• Transaction date: 2026-02-01; Filing date: 2026-02-02 (timely Form 4 filing)
• Price per share: $28.93; Total value: ~$111,496
• Shares withheld/disposed: 3,854
• Shares owned after transaction: not disclosed in the provided filing
• Footnote: F1 — Shares withheld to satisfy minimum tax withholding liability upon the vesting of restricted stock under the Second Amended and Restated 2020 Equity Incentive Plan
• Transaction code: F (payment of exercise price or tax liability)

Context

• This was a routine tax-withholding action tied to RSU vesting, where the company retains shares to cover the insider’s tax obligation. It is a disposition for tax purposes and not an open-market sale, so it should not be interpreted on its own as a signal of the insider’s view of the company.