Hartshorn Michael J. 4

What Happened
Michael J. Hartshorn — Group President, Chief Operating Officer and a director of Ross Stores (ROST) — was granted 8,456 shares on March 11, 2026. The shares were issued under the company’s 2017 Equity Incentive Plan at an acquisition price of $0 (transaction code A). Per the filing, these shares vest 100% on March 21, 2031. This is a compensation award (not an open-market purchase or sale).

Key Details

• Transaction date: March 11, 2026; filing date (Form 4): March 13, 2026 (appears timely).
• Transaction type/code: Award/Grant (A). Price: $0. Total shares granted: 8,456.
• Vesting: 100% on March 21, 2031 (per footnote).
• Shares beneficially owned called out in the filing include prior ESPP purchases: 29 shares (3/31/2025), 29 shares (6/30/2025), 25 shares (9/30/2025) and 21 shares (12/31/2025) — a total of 104 ESPP shares referenced in footnote F2. The filing does not list a single consolidated “shares owned after transaction” total beyond these references.
• No indication of sale, cashless exercise, 10b5-1 plan, or tax-withholding share surrender in this transaction.

Context
This was a non-cash equity award as part of executive compensation; the shares are subject to a multi-year vesting schedule (fully vesting in 2031). Such grants are common for retention and long-term incentive purposes and do not reflect an immediate market buy or sell by the insider. For investors tracking insider activity, outright purchases are often seen as stronger near-term signals than long-term compensation grants.