ADVANCED DRAINAGE SYSTEMS, INC.·4

May 21, 6:36 PM ET

Cottrill Scott A 4

4 · ADVANCED DRAINAGE SYSTEMS, INC. · Filed May 21, 2026

Research Summary

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Updated

Advanced Drainage (WMS) CFO Scott Cottrill Receives Award; Withholds Shares

What Happened
Scott A. Cottrill, EVP, CFO and Secretary of Advanced Drainage Systems (WMS), was granted 10,075 shares (performance-based units) on 2026-05-20 and had a total of 616 shares withheld to satisfy tax obligations across two withholding events. The withholding transactions: 277 shares on 2026-05-19 at $131.59/share (=$36,450) and 339 shares on 2026-05-20 at $136.83/share (=$46,385), totaling $82,835. The 10,075-share award was recorded at $0.00 acquisition cost (grant/settlement).

Key Details

  • Transaction dates: 2026-05-19 (277 shares withheld) and 2026-05-20 (339 shares withheld; 10,075 shares awarded).
  • Prices and values: 277 @ $131.59 = $36,450; 339 @ $136.83 = $46,385; total withholding value = $82,835. Award shown at $0.00 per share.
  • Shares owned after transaction: Not specified in the filing.
  • Notable footnotes: F1 = shares withheld to satisfy tax obligations; F3 = award reflects performance-based units earned for the period ended 3/31/2026 and includes 130 dividend-equivalent shares settled in common stock. Filing also references ESPP (89 shares, F2) and KSOP allocation (F4).
  • Filing date: 2026-05-21; transactions occurred 2026-05-19 and 2026-05-20 — filing appears timely (Form 4 due within two business days).

Context
The 10,075 shares were performance-based units earned and settled in common stock (not an open-market purchase). The 616-share dispositions were tax-withholdings (routine withholding on vesting), not market sales meant to realize gains; such withholdings are common and don’t necessarily indicate the insider’s view of the company’s prospects.

Insider Transaction Report

Form 4
Period: 2026-05-19
Cottrill Scott A
EVP, CFO AND SECRETARY
Transactions
  • Tax Payment

    Common Stock

    [F1][F2]
    2026-05-19$131.59/sh277$36,45098,876 total
  • Tax Payment

    Common Stock

    [F1]
    2026-05-20$136.83/sh339$46,38598,537 total
  • Award

    Common Stock

    [F3]
    2026-05-20+10,075108,612 total
Holdings
  • Common Stock

    [F4]
    (indirect: By KSOP)
    17,469.033
Footnotes (4)
  • [F1]Represents shares withheld to satisfy Reporting Person's tax obligations in connection with the vesting of shares of restricted common stock of the Issuer.
  • [F2]Includes 89 shares of common stock acquired under the Advanced Drainage Systems, Inc. Employee Stock Purchase Plan, exempt under Rule 16b-3(c).
  • [F3]Reflects grant of performance-based units, originally granted pursuant to the Issuer's 2017 Omnibus Incentive Plan, earned after the Issuer determined that certain performance goals for the performance period ended March 31, 2026 had been met. Total includes dividend equivalents in the amount of 130 shares, which dividend equivalents are settled in common stock.
  • [F4]Represents current allocation under KSOP.
Signature
/s/ Scott A. Cottrill|2026-05-21

Documents

1 file
  • 4
    ownership.xmlPrimary

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