Cottrill Scott A 4

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.