LANGLEY BRYAN 4

4 · Floor & Decor Holdings, Inc. · Filed Feb 26, 2026

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Updated Feb 26, 2026

Floor & Decor (FND) CFO Bryan Langley Receives RSU Award; Withholds 837 Shares

What Happened

Bryan Langley, Chief Financial Officer of Floor & Decor Holdings, had 837 restricted shares withheld to satisfy tax withholding upon RSU vesting (deemed disposition for $69.61/share, proceeds ~$58,264) and was credited with 2,442 performance-based RSUs (no cash price) on 2026-02-24. The withheld shares are a tax-related disposition, not an open-market sale.

Key Details

Transaction dates: 2026-02-24 (reported on Form 4 filed 2026-02-26). Filing appears timely (reported within the normal reporting window).
Withheld shares: 837 shares at $69.61 each; total value ~$58,264 (code F = tax withholding/deemed disposition).
Awarded shares: 2,442 RSUs (code A = grant/acquisition); reported $0 per share because these are equity awards.
Shares owned after transaction: not specified in the provided filing excerpt.
Relevant footnotes:
- F1: The 837 shares represent RSUs surrendered to satisfy tax withholding; the disposition is exempt under Rule 16b-3(e).
- F2: The 2,442 RSUs are one sub-tranche of a performance award originally granted 2/24/2025, certified by the Compensation Committee on 2/19/2026, and remain subject to time-based vesting through the third anniversary of the grant.

Context

The withholding of shares to cover taxes is a routine administrative action when RSUs vest and is treated differently from an open-market sale. The newly awarded performance RSUs are not immediately free to sell — they remain subject to time-based vesting conditions.

Form 4

Period: 2026-02-24

EVP & CHIEF FINANCIAL OFFICER

Transactions

Tax Payment
Class A common stock, par value $0.001
[F1]
2026-02-24$69.61/sh−837$58,264→ 26,961 total
Award
Class A common stock, par value $0.001
[F2]
2026-02-24+2,442→ 29,403 total

Footnotes (2)

[F1]Represents shares underlying restricted stock units ("RSUs") surrendered to satisfy the reporting person's tax withholding obligation upon vesting of the RSUs. The deemed disposition of the withheld shares is exempt pursuant to Rule 16b-3(e).
[F2]Represents one sub-tranche of a performance award granted on 2/24/2025. The amount earned was subject to attainment of certain performance conditions and certification thereof by the Compensation Committee, which certification occurred on 2/19/2026. The sub-tranche remains subject to time-based vesting conditions through the end of the third anniversary of the date of grant.

Signature

/s/ David V. Christopherson, by Power of Attorney|2026-02-26

1 file