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Costco declares $30-per-share special cash dividend

The dividend is payable December 4, 2026, to shareholders of record November 24; the new repurchase authorization expires in November 2030.

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Sentiment and the balance of points

Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.

Form Type
8-K

Rhea-AI Filing Summary

Costco Wholesale Corporation (COST) declared a $30-per-share special cash dividend, with a total payment of approximately $13.3 billion. It is payable December 4, 2026, to shareholders of record at the close of business on November 24, 2026.

The board reauthorized a common-stock repurchase program of up to $4 billion, expiring in November 2030. It replaces a $4 billion program adopted in 2023 and scheduled to expire in January 2027; $3.1 billion had been purchased under that program. Helena B. Foulkes resigned from the board and its Audit and Nominating and Governance committees effective November 7, 2026. She had served on the board since August 16, 2023, and the company said her resignation was not due to disagreement; it noted her recent election as governor of Rhode Island.

1 point · 0 major

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Rhea-AI gives every point it takes from this document a weight. Minor counts 1, Moderate 3 and Major 9, so one Major point outweighs several Minor ones. The bar adds up the weights on each side, and when neither side holds more than 65% of the total the balance reads Mixed.

It reads the document as published, with the same rules for every company, and it does not look at what the market expected or at how the stock traded, so a point can be objectively good on a day the stock falls.

Rhea-AI Sentiment measures something else, the tone of the wording.

0 major · 0 points

How the balance works

Positive

  • Moderate point$30-per-share special dividend totals approximately $13.3 billion. 2.8% of market cap

Negative

  • None.

Filing Explained

The declared approximately $13.3 billion dividend is a future cash distribution; Costco’s latest reported $21.301 billion in cash and investments, as of August 30, 2026, is a dated liquidity reference, not a post-payment balance.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Special cash dividend $30 per share Declared November 10, 2026
Total dividend payment Approximately $13.3 billion Special cash dividend
Dividend record date November 24, 2026 Shareholders of record at the close of business
Dividend payment date December 4, 2026 Special cash dividend
Repurchase program authorization Up to $4 billion Reauthorized program expires in November 2030
Purchases under current repurchase program $3.1 billion Program adopted in 2023
Current repurchase program expiration January 2027 Program adopted in 2023
shareholders of record financial
"shareholders of record at the close of business on November 24, 2026"
Shareholders of record are the people officially listed as owners of a company's stock on a specific date. This matters because only these shareholders are entitled to receive dividends or vote at company meetings. It's like being on the official guest list for a party—you get to enjoy the perks and have a say.
common-stock repurchase program financial
"reauthorized a common-stock repurchase program of up to $4 billion"
comparable sales financial
"Comparable sales and comparable sales excluding impacts"
"Comparable sales" are the total sales from stores or products that have been open for a certain period, usually the same time last year or last quarter. They help show whether a business is growing by comparing similar locations or products over time, much like checking if your favorite store's sales are going up compared to previous years.
U.S. GAAP financial
"net sales presented in accordance with U.S. GAAP"
U.S. GAAP is a set of rules and standards that companies in the United States follow to prepare their financial reports. It helps ensure that financial information is consistent and clear, so investors and others can compare and understand a company's financial health easily.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How much is COST's special dividend and when is it paid?

Costco declared a $30-per-share special cash dividend totaling approximately $13.3 billion. It is payable December 4, 2026, to shareholders of record at the close of business on November 24, 2026.

What is COST's new stock repurchase authorization?

Costco's board reauthorized a common-stock repurchase program of up to $4 billion, expiring in November 2030. It replaces the current $4 billion program, adopted in 2023 and scheduled to expire in January 2027; $3.1 billion had been purchased under that program.

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

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FALSECOSTCO WHOLESALE CORP /NEW000090983200009098322026-11-072026-11-07


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

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 7, 2026

COSTCO WHOLESALE CORPORATION
(Exact name of registrant as specified in its charter)

Washington0-2035591-1223280
(State or other jurisdiction
of incorporation)
(Commission
File No.)
(I.R.S. Employer
Identification No.)

999 Lake Drive
Issaquah, WA 98027
(Address of principal executive offices and zip code)

Registrant’s telephone number, including area code: 425-313-8100

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, par value $.005 per shareCOSTNASDAQ

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐



Item 5.02.    Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On November 7, 2026, Helena B. Foulkes notified the Board of Directors (the “Board”) of Costco Wholesale Corporation (the “Company”) of her decision to resign from the Board and all committees of the Board of which she is a member, effective November 7, 2026. She served on the Board since August 16, 2023 and was a member of the Audit Committee and the Nominating and Governance Committee. Ms. Foulkes’ resignation was not due to any disagreement with the Company on any matter relating to the Company’s operations, policies, or practices. She was recently elected governor of the State of Rhode Island. The Company and the Board express their deepest gratitude to Ms. Foulkes for her service on the Board.
Item 8.01.    Other Events.
On November 10, 2026, the Board of Directors declared a special cash dividend on the Company's common stock of $30 per share, payable December 4, 2026, to shareholders of record at the close of business on November 24, 2026. A copy of the press release is attached as Exhibit 99.1.
Item 9.01.    Financial Statements and Exhibits

(d) Exhibits.

99.1.    Press release dated November 10, 2026.
104    Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.

COSTCO WHOLESALE CORPORATION
Dated: November 10, 2026By:/s/ John Sullivan
John Sullivan
Executive Vice President, General Counsel and Secretary


Exhibit 99.1
costco6a.jpg
Press Release

COSTCO WHOLESALE CORPORATION DECLARES $30 SPECIAL CASH DIVIDEND AND REAUTHORIZES STOCK REPURCHASE PROGRAM
ISSAQUAH, Wash., November 10, 2026 - Costco Wholesale Corporation (“Costco” or the “Company”) (Nasdaq: COST) today announced that its Board of Directors has declared a special cash dividend of $30 per share on Costco common stock. It is payable December 4, 2026, to shareholders of record as of the close of business on November 24, 2026. The total amount of the payment will be approximately $13.3 billion.
The Company also announced that the Board has reauthorized a common-stock repurchase program of up to $4 billion. This program will expire in November 2030 and replaces the current $4 billion program (adopted in 2023 and scheduled to expire January 2027), under which $3.1 billion had been purchased.
Costco currently operates 945 warehouses, including 653 in the United States and Puerto Rico, 115 in Canada, 43 in Mexico, 37 in Japan, 29 in the United Kingdom, 20 in Korea, 15 in Australia, 14 in Taiwan, seven in China, five in Spain, three in France, two in Sweden, and one each in Iceland, and New Zealand. Costco also operates e-commerce sites in the U.S., Canada, the U.K., Mexico, Korea, Taiwan, Japan, Australia, and China.
Certain statements contained in this document constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. For these purposes, forward-looking statements are statements that address activities, events, conditions or developments that the Company expects or anticipates may occur in the future. In some cases forward-looking statements can be identified because they contain words such as “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “likely,” “may,” “might,” “plan,” “potential,” “predict,” “project,” “seek,” “should,” “target,” “will,” “would,” or similar expressions and the negatives of those terms. Such forward-looking statements involve risks and uncertainties that may cause actual events, results or performance to differ materially from those indicated by such statements. These risks and uncertainties include, but are not limited to, domestic and international economic conditions, including exchange rates, inflation or deflation, the effects of competition and regulation, uncertainties in the financial markets, consumer and small business spending patterns and debt levels, breaches of security or privacy of member or business information, conditions affecting the acquisition, development, ownership or use of real estate, capital spending, actions of vendors, rising costs associated with employees (generally including health-care costs and wages), workforce interruptions, energy and certain commodities, geopolitical conditions (including tariffs and global conflicts), the ability to maintain effective internal control over financial reporting, regulatory and other impacts related to environmental and social matters, public-health related factors, and other risks identified from time to time in the Company’s public statements and reports filed with the Securities and Exchange Commission. Forward-looking statements speak only as of the date they are made, and the Company does not undertake to update these statements, except as required by law. Comparable sales and comparable sales excluding impacts from changes in gasoline prices and foreign exchange are intended as supplemental information and are not a substitute for net sales presented in accordance with U.S. GAAP.

CONTACTS:    Costco Wholesale Corporation
Josh Dahmen, 425/313-8254
Andrew Yoon, 425/313-6305
Bryan Starnes, 425/427-7403


COST-Comp

Filing Exhibits & Attachments

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