Dall Marcia A 4

What Happened

• Marcia A. Dall, EVP and Chief Financial Officer of Churchill Downs Inc. (CHDN), received a grant of 1,449 restricted stock units (RSUs) on March 19, 2026. The grant is reported as a derivative award with a $0.00 per-share acquisition price (typical for RSUs — no cash paid).

Key Details

• Transaction date: 2026-03-19; Form 4 filed 2026-03-20 (timely filing).
• Award: 1,449 Restricted Stock Units (derivative), reported at $0.00 per share.
• Vesting: RSUs vest in three equal installments on Dec 31, 2026, Dec 31, 2027 and Dec 31, 2028 (see footnote).
• Shares owned after transaction: Not specified in the filing.
• Notes: Footnotes state RSUs have no conversion price or expiration and vest over a multi-year period. No 10b5-1 plan, sale, or tax-withholding details were reported.

Context

• This is a compensation award (not a purchase or sale). RSU grants are routine for executive compensation; they represent future shares to be delivered upon vesting and do not require immediate cash outlay by the insider.
• Because the RSUs vest over three years, their ultimate value depends on Churchill Downs' stock price at each vesting date.