Eddy Robert W. 4

What Happened Robert W. Eddy, President & CEO and Director of BJ's Wholesale Club (BJ), received awards totaling 103,338 shares (48,376 shares issued on settlement of 2023 performance share units and a new 54,962-share restricted stock unit grant) on April 1, 2026. On the same date 49,137 shares were disposed (withheld) at $94.61 per share to satisfy tax withholding obligations, generating proceeds of $4,648,852. The awards were issued at $0.00 cost to Eddy (typical for PSU/RSU grants).

Key Details

• Transaction date: 2026-04-01; Filing date: 2026-04-03 (timely — within the usual two-business-day Form 4 window).
• Disposition: 49,137 shares withheld at $94.61 → $4,648,852 (tax withholding, code F).
• Acquisitions: 48,376 shares (settlement of 2023 PSUs) and 54,962 restricted stock units granted at $0.00 (code A).
• Shares owned after transaction: Not disclosed in the provided filing excerpt.
• Footnotes from the filing:
  • F1: 48,376 shares were issued in settlement of 2023 performance share units that vested upon meeting performance conditions.
  • F2: Shares were withheld by the issuer to pay tax liabilities related to vesting.
  • F3: The 54,962 restricted stock unit award vests 1/3 on each of the first, second and third anniversaries of April 1, 2026.
• Transaction codes: A = Award/Grant; F = Tax withholding (sale of shares to cover taxes).

Context This filing reflects routine equity compensation activity: settlement of vested performance share units, a new time‑vesting RSU grant, and shares withheld to pay related taxes. The withheld shares were disposed solely to satisfy tax liabilities (a common, administrative transaction) rather than an open-market sale intended as an investment signal.