Lawton III Harry A 4

What Happened

• Harry A. Lawton III, President & CEO and director of Tractor Supply Co. (TSCO), had 5,724.245 shares withheld to satisfy tax withholding obligations on vested restricted stock units. The withholding was recorded at $54.06 per share, totaling $309,464. This was a tax-withholding disposition (code F), not an open-market sale.

Key Details

• Transaction date: 2026-02-12
• Filing date: 2026-02-17 (Form 4 accession 0001647222-26-000010)
• Shares withheld/disposed: 5,724.245 at $54.06 per share
• Reported value: $309,464
• Transaction code: F (tax withholding for RSU vesting)
• Footnote: “This transaction represents the number of shares withheld to satisfy tax withholding liabilities incident to the lapse of vesting restrictions on the restricted stock units.” (F1)
• Shares owned after the transaction: not specified in the filing
• Timeliness: Filing appears later than the usual two-business-day Form 4 deadline for a 2026-02-12 transaction (filed 2026-02-17).

Context

• This was a routine tax-withholding event tied to RSU vesting (a common way companies cover required withholding by retaining shares), not an intentional open-market sale or purchase that would necessarily signal the insider’s market outlook. Purchases generally carry more informational weight for bullish signals; tax-withholding dispositions are administrative.