Kurt D. Barton - Feb 12, 2025 Form 4 Insider Report for TRACTOR SUPPLY CO /DE/ (TSCO)

Signature
Kurt D. Barton by: /s/ Robert C. Lambourne, as Attorney-in-fact
Stock symbol
TSCO
Transactions as of
Feb 12, 2025
Transactions value $
-$768,532
Form type
4
Date filed
2/14/2025, 04:42 PM
Previous filing
Feb 11, 2025

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction TSCO Common stock Award $0 +6.66K +14.53% $0.00 52.5K Feb 12, 2025 Direct F1
transaction TSCO Common stock Tax liability -$88.4K -1.62K -3.09% $54.48 50.9K Feb 12, 2025 Direct F2
transaction TSCO Common stock Award $0 +8.96K +17.61% $0.00 59.9K Feb 12, 2025 Direct F3
transaction TSCO Common stock Sale -$680K -12.1K -20.29% $56.00 47.7K Feb 13, 2025 Direct F4
holding TSCO Common stock 12.6K Feb 12, 2025 Stock Purchase Plan

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction TSCO Employee stock option Award $0 +35.5K $0.00 35.5K Feb 12, 2025 Common stock 35.5K $54.97 Direct F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
F1 Represents a vesting of performance-based share units (PSUs) for the period ended December 28, 2024, as certified by the Compensation Committee on February 12, 2025. Each PSU entitles the reporting person to receive one share of common stock. The PSUs vested in full on February 12, 2025.
F2 This transaction represents the number of shares withheld to satisfy tax withholding liabilities upon the vesting of performance-based share units.
F3 Shares were acquired pursuant to a grant of restricted stock units (RSUs) under the Tractor Supply Company 2018 Omnibus Incentive Plan. Each RSU entitles the reporting person to receive one share of common stock. The RSUs vest as follows: 33 1/3% on February 12, 2026, 33 1/3% on February 12, 2027 and 33 1/3% on February 12, 2028.
F4 This transaction was made pursuant to a 10b5-1 plan established by Mr. Barton on May 8, 2024.
F5 Granted pursuant to the Tractor Supply Company 2018 Omnibus Incentive Plan. The shares subject to this option will vest, subject to conditions, and become exercisable as follows: 33 1/3% on February 12, 2026, 33 1/3% on February 12, 2027, and 33 1/3% on February 12, 2028.