ADVANCED DRAINAGE (NYSE: WMS) officer has 114 shares withheld for taxes on vesting

Rhea-AI Filing Summary

ADVANCED DRAINAGE SYSTEMS, INC. officer Bret Martz reported a small share disposition related to taxes, not a market sale. On the transaction date, 114 shares of common stock were withheld at $131.59 per share to satisfy his tax obligations from vesting restricted stock. After this tax-withholding event, he directly held 1,837 shares of common stock.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Martz Bret

Role See Remarks

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	114	$131.59	$15K

Holdings After Transaction: Common Stock — 1,837 shares (Direct, null)

Footnotes (1)

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Key Figures

Shares withheld for taxes: 114 shares Per-share value for withholding: $131.59/share Shares held after transaction: 1,837 shares

3 metrics

Shares withheld for taxes 114 shares Tax-withholding disposition on common stock

Per-share value for withholding $131.59/share Value assigned to withheld common stock shares

Shares held after transaction 1,837 shares Directly held common stock after withholding

Key Terms

restricted common stock, tax obligations, tax-withholding disposition

3 terms

restricted common stock financial

"vesting of shares of restricted common stock of the Issuer"

Restricted common stock is company shares that carry limits on selling or transferring for a set period or until certain conditions are met, like time-based vesting or regulatory clearance. Think of them as shares in a locked box that gradually open; they can become freely tradable later but initially reduce the number of shares available on the market. Investors watch restricted stock because its eventual release can change a company’s share supply, affect stock price, and influence control and dilution.

tax obligations financial

"shares withheld to satisfy Reporting Person's tax obligations"

tax-withholding disposition financial

"transaction_action": "tax-withholding disposition""

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a 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). See Instruction 10.

1. Name and Address of Reporting Person^*

Martz Bret

(Last) (First) (Middle)

C/O ADVANCED DRAINAGE SYSTEMS, INC.

4024 GREENSTRIPE LANE

(Street)

HILLIARD OHIO 43026

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
ADVANCED DRAINAGE SYSTEMS, INC. [ WMS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	See Remarks

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/19/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	05/19/2026		F		114(1)	D	$131.59	1,837	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents shares withheld to satisfy Reporting Person's tax obligations in connection with the vesting of shares of restricted common stock of the Issuer.

Remarks:

Executive Vice President, Sales

	/s/ Bret Martz, by Scott A. Cottrill as attorney-in-fact	05/21/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What did Bret Martz report in this Form 4 for WMS?

Bret Martz reported that 114 shares of ADVANCED DRAINAGE SYSTEMS common stock were withheld to cover tax obligations from vesting restricted stock, at a value of $131.59 per share, leaving him with 1,837 directly held shares after the transaction.

Was the WMS Form 4 transaction an open-market sale of shares?

No, the Form 4 shows a tax-withholding disposition, not an open-market sale. The 114 shares were withheld by the issuer to satisfy Bret Martz’s tax obligations tied to vesting restricted common stock, a routine compensation-related event.

How many WMS shares were withheld for Bret Martz’s taxes?

A total of 114 shares of ADVANCED DRAINAGE SYSTEMS common stock were withheld to satisfy Bret Martz’s tax obligations. This withholding relates to the vesting of restricted common stock awards rather than a discretionary trade in the market.

At what price were the withheld WMS shares valued in the Form 4?

The withheld 114 ADVANCED DRAINAGE SYSTEMS shares were valued at $131.59 per share. This value is used to calculate the amount applied toward Bret Martz’s tax obligations arising from the vesting of restricted common stock.

How many ADVANCED DRAINAGE SYSTEMS shares does Bret Martz hold after this filing?

Following the tax-withholding disposition, Bret Martz directly holds 1,837 shares of ADVANCED DRAINAGE SYSTEMS common stock. This reflects his position after 114 shares were withheld to cover taxes related to vesting restricted stock awards.

What does the F transaction code mean in Bret Martz’s WMS Form 4?

The F code indicates shares were used to pay an exercise price or tax liability. Here, 114 shares were withheld by ADVANCED DRAINAGE SYSTEMS to satisfy Bret Martz’s tax obligations from vesting restricted common stock, instead of an open-market trade.