Martinez Roberto A 4

What Happened

• Roberto A. Martinez, President, Global Products at Expeditors International (EXPD), had restricted stock units (RSUs) and derivative awards (DERs) vest on May 1, 2026 and converted into stock. A total of 156.382 underlying shares were issued (150.382 + 5.618 + 0.382). To cover tax withholding, 63 shares were surrendered at $147.89 per share, totaling $9,317. Net shares delivered to Martinez after withholding were 93.382. This was a routine vesting/tax-withholding event—not an open-market purchase or sale for investment purposes.

Key Details

• Transaction date: May 1, 2026; Form 4 filed May 5, 2026 (timely filing).
• Conversion/vesting: 156.382 shares (150.382 + 5.618 + 0.382) from RSUs/DERs.
• Tax withholding: 63 shares withheld at $147.89/share = $9,317 (code F).
• Net shares received: 93.382 shares (156.382 − 63).
• Transaction codes: M = exercise/conversion of derivative, A = award/grant, F = tax withholding.
• Footnote: RSUs and DERs represent contingent rights to one common share each; they vested on May 1, 2026 (per filing).
• Shares owned after the transaction: not specified in the filing.

Context

• This was a vesting/conversion of equity awards with shares withheld to cover taxes (a common, non-market sale method often called tax withholding or a cashless settlement). The filing shows conversion of derivative awards into common shares rather than an open-market sale or purchase, so it shouldn’t be interpreted as a directional investment trade by the insider.