Clarke Ronald 4

What Happened
Ronald Clarke, CEO and Chairman of Corpay, reported exercising stock options on May 28, 2026. The filing shows an exercise (code M) of 100,000 shares at an exercise price of $150.74 per share (cost $15,074,000). The report also shows 68,150 shares disposed (code F) at $352.37 per share (value $24,014,016) to satisfy tax liability and/or the exercise price, and a separate derivative disposition of 100,000 shares at $150.74 (value $15,074,000). Footnote F1 indicates the withholding was used to pay tax and exercise obligations in accordance with Rule 16b-3.

Key Details

• Transaction date: 2026-05-28; Form 4 filed 2026-05-29 (timely filing).
• Exercise (M): 100,000 shares acquired at $150.74 ($15,074,000).
• Tax/exercise withholding (F): 68,150 shares withheld/disposed at $352.37 (≈ $24,014,016).
• Additional derivative disposition (M): 100,000 shares disposed at $150.74 ($15,074,000).
• Footnote: F1 — shares were withheld to pay tax liability and exercise price incident to the exercise, per Rule 16b-3.
• Shares owned after the transactions: not specified in the provided filing summary.

Context: This was an option exercise (code M). The withholding of shares to cover taxes/exercise costs (code F) is a common, routine way for insiders to satisfy withholding obligations and does not necessarily signal a change in conviction. The filing shows both acquisition via exercise and share withholding/sale to satisfy obligations; avoid inferring motivations beyond these reported mechanics.