FEDEX CORP 4

What Happened
FedEx Corporation, reported as a 10% owner, disposed of 119,753,703 shares of FedEx Freight Holding Company, Inc. (FDXF) on June 1, 2026. The disposition was a pro rata dividend/distribution to FedEx common shareholders (no cash received, $0 proceeds). Prior to the distribution, FedEx’s 100 shares were converted into 149,505,248 Freight shares in a transaction exempt from reporting under Rule 16a-9.

Key Details

• Transaction date: June 1, 2026 (effective 12:01 a.m. CT). Report filed 2026-06-01.
• Transaction type/code: Other acquisition or disposition (Code J) — distribution, not a market sale.
• Shares disposed: 119,753,703 at $0.00 (no proceeds).
• Shares created before distribution: 149,505,248 (conversion exempt under Rule 16a-9).
• Shares owned after transaction (FedEx retention): 29,751,545 shares (≈19.9% of issued stock).
• Filing timeliness: Filed on the same day (no late filing indicated).
• Footnote: The 119.8M distribution represented 80.1% of the issued and outstanding Freight shares, distributed pro rata to FedEx common stockholders.

Context
This was a corporate distribution (spin-off/dividend) rather than an insider sale or purchase; FedEx simply reduced its stake by distributing shares to its shareholders. As a 10% owner (institutional entity), this action reflects a corporate restructuring event and does not signal an individual executive’s trading decision.