Costco (COST) Executive Sale: 3,381 Shares Disposed, 9,740 Remain

Rhea-AI Filing Summary

Russell D. Miller, identified as Senior Executive Vice President and an officer of Costco Wholesale Corp (COST), reported an insider transaction on 09/29/2025. The Form 4 shows a sale of 3,381 shares of Costco common stock at a reported price of $915 per share, leaving 9,740 shares beneficially owned after the transaction. Ownership is reported as indirect through the Miller Family Trust. The filing includes an explanatory note that one share was transferred from direct to indirect holdings and had been inadvertently omitted from a prior Form 4 filed on 09/24/2025. The document is signed by an attorney-in-fact on behalf of the reporting person.

Positive

• Correction filed to disclose the previously omitted one-share transfer, improving reporting accuracy
• Clear quantitative disclosure of shares sold (3,381), price ($915), and remaining beneficial ownership (9,740)

Negative

• Insider sale of 3,381 shares reduces the reporting person's beneficial holdings
• Prior filing omission required correction, indicating an earlier reporting error

Insights

Securities Analyst

TL;DR: Routine insider sale of 3,381 Costco shares at $915; disclosure corrects a one-share reporting omission.

The transaction appears to be a straightforward disposition by a senior executive, reducing direct or reported holdings by 3,381 shares and leaving 9,740 shares listed as beneficially owned indirectly via a family trust. The filing includes a correction explaining a one-share transfer from direct to indirect ownership that was omitted on a prior Form 4. This filing provides clear numbers and remedy for the prior reporting omission but does not include any additional context such as reason for sale or use of proceeds.

Corporate Governance Expert

TL;DR: Disclosure corrects a prior reporting error and records an insider sale; appears to be a compliance filing rather than a governance event.

The Form 4 documents compliance with Section 16 reporting by correcting a one-share misclassification and reporting a material sale of 3,381 shares. From a governance perspective, timely correction and clear explanation improve transparency. The filing does not indicate any change in board status or control and provides no facts suggesting governance risk beyond the initial omission, which was explicitly corrected.

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

1. Name and Address of Reporting Person^*

Miller Russell D

(Last) (First) (Middle)

999 LAKE DRIVE

(Street)

ISSAQUAH WA 98027

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
COSTCO WHOLESALE CORP /NEW [ COST ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Sr. Executive Vice President

3. Date of Earliest Transaction (Month/Day/Year)
09/29/2025

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	09/29/2025		S		3,381	D	$915	9,740(1)	I	Miller Family Trust
Common Stock								0.925(1)	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. Represents one (1) share transferred from direct to indirect holdings inadvertently omitted from the Form 4 filed on September 24, 2025.

	/s/ Alejandro Torres, Attorney-in-Fact	10/01/2025
	** 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

What did the Form 4 filed for COST disclose on 09/29/2025?

The Form 4 reports a sale of 3,381 shares of Costco common stock at a price of $915 per share, leaving 9,740 shares beneficially owned indirectly.

Who is the reporting person on this Form 4 for COST?

Russell D. Miller, listed as Senior Executive Vice President and an officer, is the reporting person.

Why was an explanation included in the filing?

The filing explains one share was transferred from direct to indirect holdings and had been inadvertently omitted from a prior Form 4 filed on 09/24/2025.

How is the remaining ownership held according to the Form 4?

Beneficial ownership is reported indirectly through the Miller Family Trust, totaling 9,740 shares after the sale.

When was the Form 4 signed and by whom?

The Form 4 was signed on 10/01/2025 by Alejandro Torres as attorney-in-fact for the reporting person.