Blacker Kelly K 4

What Happened

• Kelly K. Blacker, President, Global Geographies at Expeditors International (EXPD), had RSUs/DERs vest on May 6, 2026. A total of 3,134 shares were issued on vesting (3,098 + 36). To satisfy tax withholding, 1,160 shares were surrendered at an implied price of $153.08, generating proceeds/value of $177,573. Net shares retained from the vesting are approximately 1,974 shares.
• This was not an open-market purchase or discretionary sale by the insider but a routine vesting/tax-withholding event.

Key Details

• Transaction date: May 6, 2026; Form 4 filed: May 8, 2026 (timely within the usual 2-business-day window).
• Reported events:
  • Exercise/conversion of derivative (M): 3,098 shares @ $0.00 (acquired)
  • Exercise/conversion of derivative (M): 36 shares @ $0.00 (acquired)
  • Tax withholding (F): 1,160 shares disposed @ $153.08 = $177,573
• Shares owned after transaction: not specified in the provided filing summary.
• Footnote: Each RSU and DER represents a contingent right to the economic equivalent of one common share; the RSUs and DERs vested on May 6, 2026.
• Transaction codes: M = exercise/conversion of derivative; F = tax withholding to cover tax liability.

Context

• This was essentially a vesting event with shares withheld to cover taxes (common and typically routine). The withholding should not be read as a directional buy/sell decision by the insider — there was no reported open-market sale beyond the shares surrendered for taxes.
• For retail investors, purchases are usually more informative than routine vesting/withholding; this filing documents compensation settlement rather than a speculative trade.