[Form 4] BJs Wholesale Club Holdings, Inc. Insider Trading Activity

Rhea-AI Filing Summary

BJ Wholesale Club (NYSE:BJ) filed a Form 4 reporting a routine equity grant to director Cathy Marie Robinson. On 06/19/2025 Robinson acquired 1,662 restricted stock units (RSUs) at a stated price of $0 under the company’s director compensation plan. The RSUs vest on the earlier of the first anniversary of the grant date or the day immediately preceding the next annual shareholder meeting; settlement is deferred until her board service ends. After the grant, Robinson’s direct beneficial ownership rose to 6,108 common shares. No sales, option exercises, 10b5-1 plan activity, or derivative security movements were disclosed.

Positive

• Director Cathy Marie Robinson acquired 1,662 RSUs, increasing her direct ownership to 6,108 shares—a ~27% rise that strengthens board equity alignment.

Negative

• None.

Insights

Corporate Governance Analyst

TL;DR: Routine RSU grant; neutral shareholder impact.

This filing reflects standard board compensation policy. Robinson’s 1,662-share RSU award lifts her stake by roughly 27%, modestly improving director-shareholder alignment. Because the grant is non-cash, vests over one year, and involves no open-market purchase or sale, it neither signals insider conviction nor liquidity concerns. No red flags such as accelerated vesting or large disposals appear. Overall, the event is administratively routine and should not materially influence valuation or trading dynamics.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Robinson Cathy Marie

(Last) (First) (Middle)

C/O BJ'S WHOLESALE CLUB HOLDINGS, INC.

350 CAMPUS DRIVE

(Street)

MARLBOROUGH MA 01752

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BJ's Wholesale Club Holdings, Inc. [ BJ ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
06/19/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	06/19/2025		A		1,662(1)	A	$0	6,108	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Restricted stock unit award ("RSUs") which shall vest on the earlier of (i) the first anniversary of the date of grant, which date of grant is June 19, 2025; or (ii) the day immediately preceding the date of the first annual meeting of the Company's shareholders following the date of grant. The reporting person has elected to defer the settlement of the RSUs until the reporting person's termination of service as a director.

Remarks:

	/s/ Joseph McGrail, Attorney-in-Fact	06/20/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

How many BJ shares did director Cathy Robinson acquire according to the June 2025 Form 4?

The Form 4 shows Robinson received 1,662 restricted stock units on 06/19/2025.

What is Cathy Robinson’s total direct ownership in BJ after the RSU grant?

Following the transaction, Robinson directly beneficially owns 6,108 common shares.

When will the newly granted RSUs to BJ director Robinson vest?

They vest on the earlier of one year from the 06/19/2025 grant date or the day before BJ’s next annual shareholder meeting.

Did the Form 4 disclose any insider sales or option exercises by BJ insiders?

No. The filing only reports an RSU grant; no sales, option exercises, or derivative transactions were disclosed.