Sec Form 4 Filing - Kotler Arie @ ARKO Corp. - 2024-04-16

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

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Kotler Arie 2. Issuer Name and Ticker or Trading Symbol ARKO Corp. [ ARKO] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director X __ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chairman, President and CEO (Last) (First) (Middle) 8565 MAGELLAN PARKWAY, SUITE 400 3. Date of Earliest Transaction (MM/DD/YY) 04/16/2024 (Street) RICHMOND, VA23227 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 of Derivative Security: 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 Restricted Stock Units ( 1 ) 04/16/2024 A 50,604 ( 2 ) ( 2 ) Common Stock, par value $0.0001 per share 50,604 $ 0 208,742 D Performance Stock Units ( 3 ) 04/16/2024 A 448,176 ( 3 ) 12/31/2026 Common Stock, par value $0.0001 per share 448,176 $ 0 448,176 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Kotler Arie 8565 MAGELLAN PARKWAY SUITE 400 RICHMOND, VA23227 X X Chairman, President and CEO Signatures /s/ Maury Bricks, Attorney-in-Fact 04/18/2024 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Restricted stock units ("RSUs") provide for the right to receive one share of common stock, $0.0001 par value per share ("common stock"), of ARKO Corp. (the "Company") on a one-for-one basis. ( 2 )The RSUs will vest and convert into shares of common stock in three equal annual installments commencing on March 1, 2025, subject to the reporting person's continued employment or service through the vesting date, with certain accelerated vesting upon termination of employment. ( 3 )Grant of performance-based RSUs ("PSUs") providing for target issuance of 298,784 shares (the "Target Amount") of common stock of the Company, subject vesting upon the common stock achieving a certain specified price per share during the performance period. Depending on the price per share of common stock during the performance period, the PSUs may vest into shares of common stock representing between 50% and 150% of the Target Amount. Columns 5, 7 and 9 above present the maximum amount of PSUs, and the underlying shares of common stock, that may vest, which represent 150% of the Target Amount.

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).

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