BROWN WILLIAM E 4
4 · CENTRAL GARDEN & PET CO · Filed Feb 10, 2026
Research Summary
AI-generated summary of this filing
Central Garden & Pet (CENT) 10% Owner William E. Brown Sells Shares
What Happened
William E. Brown, a reported 10% owner of Central Garden & Pet Co. (CENT), had a total of 4,840 shares withheld by the issuer to satisfy withholding tax obligations when restricted stock vested. The withholdings were: 1,882 shares on 2026-02-06 at $33.60 each ($63,235) and 2,958 shares on 2026-02-09 at $33.92 each ($100,335), for a combined value of about $163,570. These transactions are coded F (shares withheld for tax withholding), meaning the company retained the shares rather than Brown selling them on the open market.
Key Details
- Transactions: 1,882 shares withheld on 2026-02-06 @ $33.60 = $63,235 (F1); 2,958 shares withheld on 2026-02-09 @ $33.92 = $100,335 (F2). Total withheld: 4,840 shares (~$163,570).
- Filing: Form 4 filed 2026-02-10. The Feb 6 withholding appears to have been reported after the usual two-business-day Form 4 deadline (so that item appears late); the Feb 9 withholding was reported within two business days.
- Ownership after transaction: Not specified in the provided filing excerpt.
- Footnotes: F1/F2 = shares withheld by the issuer to cover withholding tax (prices based on averages of high/low on the respective dates); F3 = shares referenced are held in various family irrevocable trusts for beneficiaries, with Brown and his spouse acting as co-trustees who share investment control but disclaim beneficial ownership.
Context
These were tax-withholding actions tied to restricted stock vesting (a routine administrative disposition), not open-market sales that indicate a decision to realize investment gains. For insiders, outright purchases are generally more informative about bullish sentiment; tax-withholdings are common and don’t necessarily reflect the insider’s view of the company. As a reported 10% owner, Brown’s holdings include shares held in family irrevocable trusts, per the filing.
Insider Transaction Report
- Tax Payment
Class A Common Stock
[F1]2026-02-06$33.60/sh−1,882$63,235→ 928,483 total - Tax Payment
Class A Common Stock
[F2]2026-02-09$33.92/sh−2,958$100,335→ 925,525 total
- 374,258(indirect: By Trust)
Class A Common Stock
[F3]
Footnotes (3)
- [F1]Shares withheld by the Issuer in payment of the withholding tax liability incurred upon the vesting of restricted stock. The amount of shares withheld is based on the average of the high and low sales prices on February 6, 2026.
- [F2]Shares withheld by the Issuer in payment of the withholding tax liability incurred upon the vesting of restricted stock. The amount of shares withheld is based on the average of the high and low sales prices on February 9, 2026.
- [F3]These securities are owned directly by various family Irrevocable Trusts for the benefit of the Reporting Person's children and grandchildren and indirectly by the Reporting Person and his spouse as co-trustees of the Irrevocable Trusts. The Reporting Person and his spouse, as co-trustees, have and share investment control over the securities held in each of the Irrevocable Trusts but disclaim beneficial ownership of the reported securities held by the Irrevocable Trusts.