Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On August 6, 2026, the Board of Directors of Tractor Supply Company (the "Company") approved the following equity grants to J. Seth Estep, the Company's Executive Vice President - Chief Merchandising Officer and John P. Ordus, the Company's Executive Vice President - Chief Stores Officer, in connection with the expansion of their responsibilities, as further described below: (i) stock options with a grant date fair value of $25,000 and $50,000, respectively; (ii) restricted stock units with a grant date fair value of $25,000 and $50,000, respectively; and (iii) performance share units with a grant date fair value of $50,000 and $100,000, respectively. The stock options and restricted stock units will vest in three equal annual installments on each of the first three anniversaries of the grant date, subject to Mr. Estep's and Mr. Ordus' continued employment through each applicable vesting date. The performance share units will vest on February 10, 2029, subject to Mr. Estep's and Mr. Ordus' continued employment through the vesting date and the achievement of the underlying performance goals.
On August 3, 2026, Robert D. Mills, the Company's Executive Vice President - Chief Technology Officer, Digital and Pet Services informed the Company of his resignation, effective August 7, 2026, to pursue another opportunity. In connection with Mr. Mills' departure, Mr. Estep will assume Mr. Mills' responsibilities with respect to the Company's Allivet and VIP Petcare business units, and Mr. Ordus will assume Mr. Mills' responsibilities with respect to Petsense by Tractor Supply.