WAUN THOMAS J. SR. 4

What Happened
Thomas J. Waun Sr., Executive Vice President, International of Advanced Drainage Systems, had 218 shares of company stock withheld to satisfy tax obligations tied to the vesting of restricted common stock. The withholding occurred on 2026-05-22 at an effective price of $133.00 per share, totaling $28,994. This was a tax-withholding disposal (code F), not an open-market sale or purchase.

Key Details

• Transaction date and price: 2026-05-22, 218 shares at $133.00 each (total value $28,994).
• Transaction type: F — shares withheld to satisfy tax obligations on vesting of restricted stock (routine withholding).
• Shares owned after transaction: Not specified in the provided filing details.
• Footnotes:
  • F1: Shares were withheld to satisfy the reporting person’s tax obligations on vesting.
  • F2: Mentions 89 shares acquired under the company Employee Stock Purchase Plan (ESPP), exempt under Rule 16b-3(c).
  • F3: Indicates a current allocation under the company KSOP (a retirement/stock ownership plan).
• Filing timeliness: The Form 4 was filed on 2026-05-27 for a 2026-05-22 transaction (filed ~5 days later), so this filing appears late relative to the usual 2-business-day requirement.

Context
Withholding shares to cover taxes on vested restricted stock is a common, administrative transaction and does not signal a discretionary insider sale or purchase. It reduces the insider’s outstanding shares but is primarily a tax-coverage event rather than a market-driven trade.