Haley Mark 4

What Happened
Haley Mark, SVP, Controller & Principal Accounting Officer of Designer Brands (DBI), converted/settled restricted stock units and related dividend-equivalent rights on March 23, 2026. The filing reports acquisition/settlement of equity in several derivative transactions totaling 28,825 shares (reported at $0.00 per share as these were issuances from awards). To cover tax withholding, 9,327 shares were surrendered (code F) at an implied price of $5.40 per share, generating $50,366 in tax payment. Additional derivative-related conversions/dispositions of 3,005 and 25,820 shares were also reported (each shown at $0.00), reflecting settlement of award-based interests rather than open-market trades.

Key Details

• Transaction date: 2026-03-23 (Form 4 filed 2026-03-25; timely filing).
• Primary codes: M = exercise/conversion of derivative awards; F = payment of exercise price/tax liability (shares withheld for taxes).
• Shares involved: 28,825 shares acquired/issued via conversion; 9,327 shares withheld for taxes (valued at $5.40/share → $50,366); other reported derivative conversions/dispositions of 3,005 and 25,820 shares (reported at $0.00).
• Footnotes: Dividend equivalents accrued on RSUs become exercisable with the RSUs (each dividend equivalent equals one share). Each RSU represents a contingent right to one Class A share.
• Shares owned after transaction: not specified in the provided filing.

Context
These transactions reflect settlement of equity awards (RSUs and associated dividend-equivalent rights), not an open-market purchase or sale. The withholding of 9,327 shares to satisfy tax obligations (code F) is routine in equity settlements and does not necessarily indicate a change in insider sentiment.