Costco insider transfer: Miller records 2,918-share move; 13,120 shares in trust

Rhea-AI Filing Summary

Russell D. Miller, Sr. Executive Vice President of Costco Wholesale (COST), reported trades on 09/23/2025. The Form 4 shows a reported disposition of 2,918 shares and a simultaneous reported acquisition of 2,918 shares (both coded "G" with $0 price). After the transactions, Mr. Miller is reported to beneficially own 13,120 shares indirectly through the Miller Family Trust.

Positive

• Continued indirect ownership: The reporting person retains 13,120 shares beneficially owned via the Miller Family Trust.
• Administrative transfer indicated: Matching G-code disposition and acquisition for 2,918 shares suggests an internal transfer rather than an open-market sale.

Negative

• Reported disposition: The Form 4 records a reported disposition of 2,918 shares on 09/23/2025.
• Limited detail on nature of transfer: The filing provides no explicit explanation of the reason for the $0 transfers, leaving the precise nature of the transaction unclear.

Insights

Financial Analyst

TL;DR: Insider reported a swap-type transaction leaving meaningful indirect ownership via a family trust.

The Form 4 lists matching disposition and acquisition entries (both code G) for 2,918 shares on 09/23/2025, each at $0 reported price, which commonly reflects a gift, transfer, or reclassification between accounts rather than a market sale. The filing shows 13,120 shares beneficially owned indirectly via the Miller Family Trust after the reported activity. For investors, this filing documents an internal ownership restructuring by a senior executive rather than a straightforward buy or sell on the open market.

Corporate Governance Expert

TL;DR: Transaction appears administrative (transfer to trust) with no change in aggregate reported beneficial ownership disclosed here.

The paired G-code entries (one disposition, one acquisition) and $0 price indicate a non-sale transfer, likely to or from a related entity such as the Miller Family Trust. The filing is signed by an Attorney-in-Fact, consistent with routine trustee or agent-initiated transfers. The record shows continued indirect beneficial ownership of 13,120 shares, which maintains the executive's economic interest as reported.

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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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).

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)
09/23/2025

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	09/23/2025		G		2,918	D	$0	1.925	D
Common Stock	09/23/2025		G		2,918	A	$0	13,120	I	Miller Family Trust

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:

	/s/ Alejandro Torres, Attorney-in-Fact	09/24/2025
	** 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 Costco (COST) Form 4 filed by Russell D. Miller report?

The filing reported a disposition of 2,918 shares and a simultaneous acquisition of 2,918 shares on 09/23/2025, and shows 13,120 shares beneficially owned indirectly via the Miller Family Trust.

What does transaction code 'G' mean on this Form 4?

Transaction code G is used for certain transfers to or from a trust, gift, or other non-market transfer; the filing shows both a coded disposition and acquisition for the same share count.

Did Russell D. Miller buy or sell shares on the open market?

The Form 4 shows a $0 price and paired G-code entries, which indicates a non-market transfer rather than a typical open-market buy or sell.

How many Costco shares does the reporting person beneficially own after the transaction?

After the reported transaction, the Form 4 lists 13,120 shares beneficially owned indirectly through the Miller Family Trust.

Who signed the Form 4 filing for Russell D. Miller?

The Form 4 was executed by /s/ Alejandro Torres, Attorney-in-Fact on 09/24/2025 as the signing agent for the reporting person.