Costco (COST) Form 144 Notice: Insider Sale of 3,381 Shares

Rhea-AI Filing Summary

Form 144 notice for COSTCO WHOLESALE CORP (COST): A proposed sale of 3,381 common shares is reported through Morgan Stanley Smith Barney LLC, with an aggregate market value of $3,093,615.00, and an approximate sale date of 09/29/2025 on NASDAQ. The filing shows the shares were acquired as restricted stock vesting under a registered plan on three dates: 408 shares on 09/12/2022, 54 shares on 09/15/2023, and 2,919 shares on 09/11/2025, with payment characterized as compensation. No securities of the issuer were reported sold by the person in the past three months. Several standard filer and issuer identification fields in the form are not populated in the provided text.

Positive

• Transaction provenance disclosed: The filing lists specific vesting dates and share amounts showing the shares were acquired as compensation under a registered plan.
• No recent sales: The filer reports "Nothing to Report" for securities sold during the past three months, indicating no immediate prior dispositions.

Negative

• Incomplete filer/issuer metadata: Key identification fields (Filer CIK/Contact and Issuer name/address) are not populated in the provided excerpt.
• Large dollar value in a small number of shares: The aggregate market value reported is $3,093,615.00, which may attract attention despite the small share count.

Insights

Securities Analyst

TL;DR: Insider plans to sell a small parcel of vested restricted stock; transaction appears routine and non-material to company capitalization.

The Form 144 shows a proposed disposition of 3,381 shares valued at $3.09 million scheduled via a broker on 09/29/2025. The shares originate from restricted stock vesting events listed with explicit dates and amounts and are identified as compensation. The filing does not disclose prior sales in the past three months. Relative to the reported shares outstanding (443,477,086), the sale represents an immaterial fraction of total share count, suggesting limited direct market impact. The notice includes standard attestations required under Rule 144 but lacks complete filer identification fields in the excerpt provided.

Corporate Governance Expert

TL;DR: This is a routine Rule 144 disclosure tied to vested compensation; governance implications are limited based on provided data.

The document documents compliance with Rule 144 sale notice requirements for restricted stock that vested on specified dates. Because the shares were granted as compensation and the filer affirms no undisclosed material adverse information, this aligns with typical insider liquidity events. The filing excerpt omits some issuer and filer metadata, which should be present for full record completeness; however, the substantive sale details and vesting provenance are provided.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common	Morgan Stanley Smith Barney LLC Executive Financial Services 1 New York Plaza 8th Floor New York NY 10004	3381	3093615.00	443477086	09/29/2025	NASDAQ

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common	09/12/2022	Restricted stock vesting under a registered plan	Issuer			408	09/12/2022	Compensation
Common	09/15/2023	Restricted stock vesting under a registered plan	Issuer			54	09/15/2023	Compensation
Common	09/11/2025	Restricted stock vesting under a registered plan	Issuer			2919	09/11/2025	Compensation

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Nothing to Report

144: Remarks and Signature

Remarks

Date of Notice

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What does the Form 144 filed for COST (Costco) report?

The form reports a proposed sale of 3,381 common shares with an aggregate market value of $3,093,615.00, expected on 09/29/2025 via Morgan Stanley Smith Barney LLC on NASDAQ.

Where did the shares come from according to the filing?

The shares were acquired through restricted stock vesting under a registered plan on 09/12/2022 (408 shares), 09/15/2023 (54 shares), and 09/11/2025 (2,919 shares) and are labeled as compensation.

Has the filer sold other Costco shares in the past three months?

No. The section 'Securities Sold During The Past 3 Months' states "Nothing to Report".

Which broker is handling the proposed sale?

The notice lists Morgan Stanley Smith Barney LLC Executive Financial Services (1 New York Plaza 8th Floor New York NY 10004) as the broker.

Does the filing state any material non-public information about Costco?

By signing, the person represents they do not know any material adverse information about the issuer that has not been publicly disclosed; the form itself does not disclose any such information.