Costco EVP Gary Millerchip acquires 6,140 stock units

The award's vesting depends on continued employment, while separate share withholdings covered taxes on previously granted RSUs.

Rhea-AI Filing Summary

Costco Wholesale Corp. reported that Executive Vice President Gary Millerchip acquired 6,140 restricted stock units on October 22, 2026, under an award initially granted October 22, 2025. The Compensation Committee deemed the fiscal 2026 performance conditions satisfied. The earned awards vest one-third on the first anniversary and an additional one-third over each of the ensuing two years, based on continued employment.

On October 22, 2026, Costco withheld 313.451, 500.323, and 816.968 shares for taxes as previously granted RSUs vested. The stated price was $1,018.21 per share, Costco's closing market price that day.

Insider Trade Summary

4 transactions reported

Mixed 4 txns

Insider MILLERCHIP GARY

Role Executive Vice President

Type	Security	Shares	Price	Value
Grant/Award	Common Stock F1, F2	6,140	$0.00	$0.00
Tax Withholding	Common Stock F3	313.451	$1,018.21	$319K
Tax Withholding	Common Stock F3	500.323	$1,018.21	$509K
Tax Withholding	Common Stock F3	816.968	$1,018.21	$832K

Holdings After Transaction: Common Stock — 19,974.559 shares (Direct)

Footnotes (3)

1. F1. Grant was initially made on October 22, 2025, subject to performance conditions concerning fiscal 2026, which have been deemed satisfied by the Compensation Committee of the Board of Directors. The earned awards vest one-third on the first anniversary of the grant date and an additional one-third vest over each of the ensuing two years based on continued employment with the Company.
2. F2. Not applicable. Grant of Restricted Stock Units.
3. F3. This transaction is a withholding by the Company for taxes in connection with the vesting of previously granted restricted stock units. The price represents the closing market price of Costco common stock on Nasdaq on October 22, 2026.

Key Figures

Restricted stock units acquired: 6,140 restricted stock units Shares withheld for taxes: 313.451 shares Shares withheld for taxes: 500.323 shares +2 more

5 metrics

Restricted stock units acquired 6,140 restricted stock units Executive Vice President Gary Millerchip; October 22, 2026

Shares withheld for taxes 313.451 shares Previously granted RSU vesting; October 22, 2026

Shares withheld for taxes 500.323 shares Previously granted RSU vesting; October 22, 2026

Shares withheld for taxes 816.968 shares Previously granted RSU vesting; October 22, 2026

Closing market price $1,018.21 per share Costco common stock on October 22, 2026

Key Terms

Restricted Stock Units, performance conditions, vest, closing market price

4 terms

Restricted Stock Units financial

"Grant of Restricted Stock Units."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

performance conditions financial

"subject to performance conditions concerning fiscal 2026"

vest financial

"earned awards vest one-third on 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.

closing market price market

"The price represents the closing market price of Costco common stock"

FAQ

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

How many shares did Costco (COST) withhold from Gary Millerchip?

Costco withheld 313.451, 500.323, and 816.968 shares for taxes when previously granted RSUs vested on October 22, 2026. Each transaction was reported at $1,018.21 per share, the closing market price that day.

How many restricted stock units did Gary Millerchip acquire at Costco (COST)?

Gary Millerchip acquired 6,140 restricted stock units on October 22, 2026, under an award initially granted October 22, 2025. The Compensation Committee deemed the fiscal 2026 performance conditions satisfied.

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

Form 4 Insider Transactions: What Each Field Means →

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Available on EDGAR 10/26/2026 - 09:53 PM EDT Accepted by SEC EDGAR 10/26/2026 - 09:53 PM EDT Learn about SEC filing dates

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^*

MILLERCHIP GARY

(Last) (First) (Middle)

999 LAKE DRIVE

(Street)

ISSAQUAH WASHINGTON 98027

(City) (State) (Zip)

UNITED STATES

(Country)

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)
	Executive Vice President

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
10/22/2026

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	10/22/2026		A		6,140(1)	A	$0(2)	21,605.301	D
Common Stock	10/22/2026		F		313.451	D	$1,018.21(3)	21,291.85	D
Common Stock	10/22/2026		F		500.323	D	$1,018.21(3)	20,791.527	D
Common Stock	10/22/2026		F		816.968	D	$1,018.21(3)	19,974.559	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. Grant was initially made on October 22, 2025, subject to performance conditions concerning fiscal 2026, which have been deemed satisfied by the Compensation Committee of the Board of Directors. The earned awards vest one-third on the first anniversary of the grant date and an additional one-third vest over each of the ensuing two years based on continued employment with the Company.

2. Not applicable. Grant of Restricted Stock Units.

3. This transaction is a withholding by the Company for taxes in connection with the vesting of previously granted restricted stock units. The price represents the closing market price of Costco common stock on Nasdaq on October 22, 2026.

	Alejandro Torres, Attorney-in-Fact	10/26/2026
	** 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)