Schmidt John W 4

What Happened John W. Schmidt, President & CEO (and director) of Caleres, received 26,253 shares on March 12, 2026 pursuant to a performance share award. To cover tax withholding, 13,599 of those shares were surrendered/withheld at $9.52 per share for a total of $129,462. That leaves a net issuance to Schmidt of 12,654 shares. The award covers performance for fiscal years 2023–2025 and was approved by the Committee for Culture, Compensation and People.

Key Details

• Transaction date: March 12, 2026 (Form 4 filed March 16, 2026).
• Award: 26,253 shares issued (code A); issuance reported at $0.00 (standard for awards).
• Withholding/tax: 13,599 shares disposed (code F) at $9.52/share = $129,462 withheld.
• Net shares received: 12,654 (26,253 issued − 13,599 withheld).
• Footnote: F1 — shares issued pursuant to a performance share award covering FY2023–2025, approved March 12, 2026.
• Filing timeliness: Report filed within the normal 2-business-day window (not indicated as late).
• Shares owned after transaction: not specified in the provided filing details.

Context This was an issuance of performance-based restricted stock (not an open-market purchase or sale). The 13,599-share disposition was a tax-withholding event (routine) rather than an indicative open-market sale; such withholding is common when awards vest. As with most award issuances, this is a compensation action and should be viewed differently than voluntary insider purchases or sales.