Eric F. Seeton - Feb 24, 2023 Form 4 Insider Report for Franchise Group, Inc. (FRG FRGAP)

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	FRG FRGAP	Restricted Stock Units	Award	$0	+18.6K		$0.00	18.6K	Feb 24, 2023	Common Stock	18.6K		Direct	F1, F2
transaction	FRG FRGAP	Performance Restricted Stock Units	Award	$0	+18.6K		$0.00	18.6K	Feb 24, 2023	Common Stock	18.6K		Direct	F3

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Id	Content
F1	Each restricted stock unit represents the right to receive, upon vesting, one share of Common Stock.
F2	The restricted stock units shall become fully vested on February 24, 2026, provided that the reporting person is in the employ of the Issuer at the time of such vesting.
F3	Each performance restricted stock unit ("PRSU") represents a contingent right to receive one share, par value $0.01 per share of Issuer's common stock ("Common Stock"). The maximum number of PRSUs is presented in the table. The resulting number of shares acquired upon vesting of the PRSU is measured based upon the achievement of certain performance metrics tied to adjusted EBITDA and free cash flow, as determined by the Compensation Committee at the time of grant, over a three-year performance period commencing on January 1, 2023 and ending on January 3, 2026 (the "Performance Period"). Vesting of the target level PRSUs will accelerate upon death, disability or qualified retirement in an amount equal to the proportion of days in the Performance Period worked. Vesting of the target PRSUs may also accelerate in certain circumstances if there is a change in control of the Issuer during the Performance Period.