BJ's Wholesale (NYSE: BJ) director granted 2,288 RSUs, lifting holdings to 8,396 shares

Rhea-AI Filing Summary

Robinson Cathy Marie reported acquisition or exercise transactions in this Form 4 filing.

BJ's Wholesale Club Holdings, Inc. director Cathy Marie Robinson reported an equity compensation grant in the form of restricted stock units. She was awarded 2,288 shares of Common Stock, increasing her direct holdings to 8,396 shares after the transaction.

The RSU award will vest on the earlier of the first anniversary of the June 18, 2026 grant date or the day immediately preceding the first annual shareholder meeting following that date. Robinson has elected to defer settlement of these RSUs until her termination of service as a director, meaning the shares will not be delivered until she leaves the board.

Insights

Corporate governance and compensation analyst

Director receives routine RSU grant, boosting long-term equity alignment.

The filing shows director Cathy Marie Robinson receiving 2,288 RSUs in BJ's Wholesale Club Holdings, Inc., a standard equity compensation practice. Her total direct holdings rise to 8,396 common shares, reinforcing equity-based alignment with shareholders.

The RSUs vest on the earlier of the first anniversary of the June 18, 2026 grant date or the day before the next annual shareholder meeting following that date. Settlement is deferred until her service as a director ends, extending her exposure to the company’s long-term performance.

This is a non-cash, compensation-related acquisition with no open-market buying or selling. It is typically viewed as routine and does not, by itself, signal a change in outlook, but it modestly increases the director’s economic stake in the company.

Insider Trade Summary

Net Buyer: 2,288 shares

Net Buy 1 txn

Insider Robinson Cathy Marie

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	2,288	$0.00	$0.00

Holdings After Transaction: Common Stock — 8,396 shares (Direct)

Footnotes (1)

1. F1. 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 18, 2026; 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.

Key Figures

RSU grant size: 2,288 shares Holdings after grant: 8,396 shares Grant price per share: $0.00 per share

3 metrics

RSU grant size 2,288 shares Restricted stock unit award to director on June 18, 2026

Holdings after grant 8,396 shares Total direct common stock holdings following RSU award

Grant price per share $0.00 per share Equity compensation, non-cash RSU grant

Key Terms

Restricted stock unit award, vest, defer the settlement, termination of service

4 terms

Restricted stock unit award financial

"Restricted stock unit award ("RSUs") which shall vest on the earlier of"

A restricted stock unit award is a promise by a company to give an employee a specified number of company shares at a future date if certain conditions are met, such as staying with the company or hitting performance goals. For investors, these awards matter because they can increase the total number of shares outstanding when converted, diluting existing holders, and they align employees’ incentives with shareholders’ interests much like giving a rising bonus that becomes real only after conditions are satisfied.

vest financial

"which shall vest on the earlier of (i) the first anniversary"

A vest is the process by which an employee earns the right to receive certain benefits or ownership interests, such as stock or retirement funds, over time. It’s similar to earning a reward gradually, ensuring that the benefit becomes fully yours only after a set period or meeting specific conditions. This makes it important for investors because it determines when they can actually claim or use those benefits.

defer the settlement financial

"The reporting person has elected to defer the settlement of the RSUs"

termination of service financial

"until the reporting person's termination of service as a director"

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 06/22/2026 - 04:16 PM Accepted by SEC EDGAR 06/22/2026 - 04:16 PM Learn about SEC filing dates

FAQ

What did BJ (BJ's Wholesale Club) director Cathy Marie Robinson report on this Form 4?

Cathy Marie Robinson reported an equity award of 2,288 restricted stock units in BJ's Wholesale Club Holdings, Inc. The award increases her direct holdings to 8,396 common shares and reflects routine director compensation rather than an open-market stock purchase or sale.

How many BJ's Wholesale Club shares does Cathy Marie Robinson hold after this RSU grant?

After the reported RSU grant, Cathy Marie Robinson directly holds 8,396 shares of BJ's Wholesale Club common stock. This figure includes the effect of the 2,288-share restricted stock unit award disclosed in the filing, which was granted as part of her director compensation.

When do Cathy Marie Robinson’s BJ restricted stock units vest?

The RSUs vest on the earlier of the first anniversary of the June 18, 2026 grant date or the day immediately preceding the first annual meeting of BJ's shareholders following that grant date. This structure links vesting to both time in service and the company’s annual meeting schedule.

Does Cathy Marie Robinson immediately receive BJ shares from this RSU award?

She does not immediately receive shares. Although the RSUs will vest based on time and the annual meeting schedule, she has elected to defer settlement until her termination of service as a director, meaning actual share delivery occurs when she leaves the board.

Is this BJ Form 4 transaction a market purchase or sale by the director?

No, this transaction is not a market purchase or sale. It reflects a grant of 2,288 restricted stock units as director compensation, with a transaction price per share of $0.00. There were no open-market buy or sell trades reported in this Form 4 filing.

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 MASSACHUSETTS 01752

(City) (State) (Zip)

UNITED STATES

(Country)

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)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/18/2026

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

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

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

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	06/18/2026		A		2,288(1)	A	$0	8,396	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 18, 2026; 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	06/22/2026
	** 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.
* Form 4: SEC 1474 (03-26)