Shoe Carnival names Clifton Sifford interim CEO; grants 112,220 RSUs

SHOE CARNIVAL INC

Clifton E. Sifford appointed Interim President & CEO effective Feb 24, 2026; continues as Executive Vice Chairman.
Sifford receives $1M base salary, $2,957 monthly stipend, $1,100 auto allowance, and 112,220 RSUs vesting March 31, 2027.
Fiscal 2026 EICP based on Adjusted Operating Income; payout ranges 25%-175% of target; Sifford target 100% of salary.
Other execs (Jackson, Chilton, Gordon, Edwards) receive RSUs and PSUs tied to fiscal 2026 adjusted net income per share.
EICP amended to include Operating Income before Nonrecurring Items, allow adjustments, extend term five years.

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