HOWE DOUGLAS M. 4

What Happened

• Douglas M. Howe, CEO and Director of Designer Brands (DBI), converted derivative awards (RSUs and related dividend-equivalent rights) into company stock on 2026-03-23. The filing shows an acquisition of 294,816 shares via exercise/conversion (code M). To satisfy tax withholding (code F), 133,700 shares were surrendered at an implied value of $5.40 per share for $721,980. Additional conversion/disposition line items of 30,731 and 264,085 shares were reported as derivative exercises/dispositions with $0 cash proceeds (reflecting non-cash net settlement or conversion mechanics).

Key Details

• Transaction date: 2026-03-23. Form 4 filed: 2026-03-25 (timely).
• Reported entries:
  • +294,816 shares — exercise/conversion of derivative (M) — $0 per share reported (acquired).
  • -133,700 shares — payment of tax liability (F) — $5.40 per share; total $721,980 (disposed/withheld).
  • -30,731 shares — exercise/conversion of derivative (M) — $0 proceeds (disposed).
  • -264,085 shares — exercise/conversion of derivative (M) — $0 proceeds (disposed).
• Shares owned after the transaction: not stated in the provided data.
• Footnotes: F1 = dividend equivalent rights on RSUs convert to shares; F2 = each RSU represents a right to one share. Transaction codes: M = exercise/conversion of derivative; F = tax withholding/payment.
• Filing timeliness: Filed within typical Form 4 reporting window (not flagged late).

Context

• These entries reflect conversion/settlement of restricted stock units and related dividend-equivalent rights, with a portion of shares withheld to satisfy tax obligations — a routine, non-market-sale action. Such tax-withholding disposals are common after awards vest and do not necessarily indicate a buy/sell signal about the insider’s view of the stock.