Carter Andrea M 4

What Happened

• Andrea M. Carter, a director of Churchill Downs Incorporated (CHDN), was granted 2,257 restricted shares on April 21, 2026. The filing reports acquisition at $0 (award); the number of shares was determined using CHDN's closing price on April 21, 2026. The restricted shares will vest one year from the grant date and restrictions will lapse upon vesting.

Key Details

• Transaction date: 2026-04-21; Filing date: 2026-04-23 (appears timely).
• Transaction type: Award/Grant (code A); shares granted: 2,257; reported acquisition price: $0.
• Shares owned after transaction: not specified in the provided filing details.
• Footnotes:
  • F1: Award is restricted stock for 2026 director service; vests one year from grant anniversary; closing price on 4/21/2026 used to set the grant amount.
  • F2: Restricted stock have no conversion price or expiration date.
  • F3: Includes restricted stock and restricted stock units for director service and dividends; equivalent common shares from vested RSUs transfer upon completion of the director's service.

Context

• This is a standard equity-based director compensation award, not an open-market purchase or sale. Restricted stock grants are typical for board service and generally vest over time; they do not necessarily indicate near-term buying/selling intent.