Martinez Roberto A 4

What Happened
Roberto A. Martinez, President, Global Products at Expeditors (EXPD), had restricted stock units (RSUs) and derivative awards (DERs) vest on May 6, 2026 and converted them into common shares. The filing shows conversions of 1,884 RSUs and 22 DERs (total 1,906 shares) recorded as acquired at $0. To satisfy tax withholding, 762 of the resulting shares were withheld/disposed at $153.08 per share, totaling $116,647. This was not an open‑market sale or purchase by the insider but a routine tax withholding on vesting.

Key Details

• Transaction date: May 6, 2026; Form 4 filed May 8, 2026 (timely within the usual 2‑day window).
• Conversions: 1,884 shares and 22 shares converted (reported at $0; code M = exercise/conversion of derivative).
• Tax withholding: 762 shares withheld/settled at $153.08 each = $116,647 (code F = payment of tax liability).
• Shares owned after transaction: Not specified in this filing.
• Footnote: RSUs and DERs vested on May 6, 2026 (each represents a contingent right to one common share).
• Filing type/codes: M = exercise/conversion of derivative; F = tax withholding to satisfy tax obligations.

Context
This was a vesting and conversion of equity awards with shares withheld to cover taxes (a common administrative action), not a market purchase or a discretionary sale signaling a trading decision. For retail investors, purchases by insiders can indicate confidence, while routine vesting/withholding like this generally reflects compensation settlement rather than a change in insider sentiment.