SPRINGER MARY BETH 4
4 · CENTRAL GARDEN & PET CO · Filed Feb 12, 2026
Research Summary
AI-generated summary of this filing
CENT Director Mary Beth Springer Exercises Options, Receives Award
What Happened
Mary Beth Springer, a director of Central Garden & Pet Co. (CENT), exercised previously granted stock options on Feb 11, 2026 and received a separate restricted stock award the same day. She exercised options for 8,803 Class A shares at an effective exercise price of $22.72 per share (total cost $200,004). To cover the exercise price/tax liability, the company withheld 5,948 shares valued at an average $33.63 per share (value about $200,031). In addition, she was granted 3,584 restricted shares (no cash paid). Net from these transactions: 8,803 exercised − 5,948 withheld + 3,584 granted = a net increase of 6,439 shares to her position (total holdings after the transaction were not reported in the excerpt).
Key Details
- Transaction date: February 11, 2026. Exercise price per share: $22.72; withholding valuation per share: $33.63.
- Reported values: option exercise = $200,004; shares withheld for taxes/exercise ≈ $200,031; restricted award value recorded at $0.
- Net new shares from the activity: 6,439 (8,803 exercised − 5,948 withheld + 3,584 granted).
- Notable footnotes:
- The option was adjusted following a Dec 7, 2023 stock dividend (originally an option for 7,043 shares at $28.40 adjusted to 8,803 shares) — the dividend also added 1,760 shares at no additional consideration (F1, F4).
- Shares were withheld by the issuer to cover the exercise price/tax withholding (cashless/sell-to-cover style) (F2).
- The 3,584 shares are a restricted stock award under the Nonemployee Director Equity Incentive Plan (F3).
- Options were originally granted Feb 11, 2020 and were fully vested at exercise (F5).
- Filing timeliness: Form filed Feb 12, 2026 for transactions on Feb 11, 2026 — appears timely.
Context
This was an option exercise with sell/withhold-to-cover mechanics (common for covering exercise costs and tax liabilities), plus a routine restricted stock award for a non-employee director. Exercises and director awards are often routine compensation events rather than a direct buy/sell signal; the withholding indicates a cashless-type settlement for the exercise/taxes.
Insider Transaction Report
- Exercise/Conversion
Class A Common Stock
[F1]2026-02-11$22.72/sh+8,803$200,004→ 28,995 total - Tax Payment
Class A Common Stock
[F2]2026-02-11$33.63/sh−5,948$200,031→ 23,047 total - Award
Class A Common Stock
[F3]2026-02-11+3,584→ 26,631 total - Exercise/Conversion
Stock Option (Right to Buy)
[F4][F5]2026-02-11−8,803→ 0 totalExercise: $22.72Exp: 2026-02-11→ Class A Common Stock (8,803 underlying)
Footnotes (5)
- [F1]On December 7, 2023, Company declared a stock dividend, payable to all holders on record of Common Stock and Class A Common Stock as of January 8, 2024, of one share of Class A Common Stock for every four shares of Common Stock and Class A Common Stock outstanding. At the same time, pursuant to anti-dilution provisions, an option for 7,043 shares Class A Common Stock on January 8, 2024 became exercisable for 8,803 shares of Class A Common Stock.
- [F2]Shares withheld by the Issuer in payment of the aggregate option exercise price incurred upon the above-reported exercise of options. The amount of shares withheld is based on the respective average of the high and low sales prices on the date of exercise.
- [F3]Restricted stock award granted under the Company's Nonemployee Director Equity Incentive Plan, as amended.
- [F4]This option was previously reported as an option for 7,043 shares of Class A Common Stock at an exercise price of $28.40 per share, but was adjusted to reflect the stock dividend declared by Company on December 7, 2023. As a result of the stock dividend, the option also entitled the Reporting Person to receive, upon exercise, 1,760 shares of Class A Common Stock for no additional consideration.
- [F5]Options were granted on February 11, 2020, and all shares are vested and have been exercised.