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  4. [Form 4] EXPEDITORS INTERNATIONAL OF WASHINGTON INC Insider Trading Activity

Expeditors (NASDAQ: EXPD) executive receives dividend equivalent rights grants

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Martinez Roberto A reported acquisition or exercise transactions in this Form 4 filing.

EXPEDITORS INTERNATIONAL OF WASHINGTON INC president of Global Products Roberto A. Martinez reported routine equity compensation adjustments. He received grants of dividend equivalent rights tied to restricted stock units from 2024, 2025, and 2026 awards, representing the economic equivalent of additional common shares as dividends accrue.

These dividend equivalent rights vest proportionately with their underlying restricted stock units. The filing also shows Martinez holding 4,061.6826 shares of common stock directly after the reported date. No open-market purchases or sales were reported in this filing.

Positive

  • None.

Negative

  • None.
Insider Martinez Roberto A
Role President, Global Products
Type Security Shares Price Value
Grant/Award Dividend Equivalent Rights - 2024 RSUs 4.587 $0.00 $0.00
Grant/Award Dividend Equivalent Rights - 2025 RSUs 18.92 $0.00 $0.00
Grant/Award Dividend Equivalent Rights - 2026 RSUs 27.556 $0.00 $0.00
holding Common Stock -- -- --
Holdings After Transaction: Dividend Equivalent Rights - 2024 RSUs — 26.986 shares (Direct); Dividend Equivalent Rights - 2025 RSUs — 63.633 shares (Direct); Dividend Equivalent Rights - 2026 RSUs — 27.556 shares (Direct); Common Stock — 4,061.6826 shares (Direct)
Footnotes (3)
  1. F1. Each dividend equivalent right represents a contingent right to receive the economic equivalent of one common share of the Issuer. The dividend equivalent rights accrued in respect of the 2024 grant of restricted stock units and vest proportionately with the restricted stock units to which they relate.
  2. F2. Each dividend equivalent right represents a contingent right to receive the economic equivalent of one common share of the Issuer. The dividend equivalent rights accrued in respect of the 2025 grant of restricted stock units and vest proportionately with the restricted stock units to which they relate.
  3. F3. Each dividend equivalent right represents a contingent right to receive the economic equivalent of one common share of the Issuer. The dividend equivalent rights accrued in respect of the 2026 grant of restricted stock units and vest proportionately with the restricted stock units to which they relate.
Common stock held 4,061.6826 shares Direct EXPD common stock holdings after transactions
2026 RSUs dividend equivalents 27.5560 rights Dividend Equivalent Rights - 2026 RSUs granted on June 15, 2026
2025 RSUs dividend equivalents 18.9200 rights Dividend Equivalent Rights - 2025 RSUs granted on June 15, 2026
2024 RSUs dividend equivalents 4.5870 rights Dividend Equivalent Rights - 2024 RSUs granted on June 15, 2026
Derivative transactions count 3 transactions Derivative-type grants (dividend equivalent rights) in this Form 4
Dividend Equivalent Rights financial
"Each dividend equivalent right represents a contingent right to receive the economic equivalent of one common share of the Issuer."
Dividend equivalent rights are promises that mirror the cash payments shareholders get from a company’s profits, but they are paid to holders of certain awards (like stock options or restricted stock units) rather than to actual shares. Think of them as a paycheck top‑up that matches dividends while the award is not yet a real stock, and they matter to investors because they add to employee compensation costs and potential share dilution, affecting company profitability and per‑share value.
restricted stock units financial
"The dividend equivalent rights accrued in respect of the 2024 grant of restricted stock units and vest proportionately with the restricted stock units to which they relate."
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.
contingent right financial
"Each dividend equivalent right represents a contingent right to receive the economic equivalent of one common share of the Issuer."

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Form 4 Insider Transactions: What Each Field Means →

FAQ

What insider transactions did EXPD executive Roberto A. Martinez report?
Roberto A. Martinez reported grants of dividend equivalent rights linked to his 2024, 2025, and 2026 restricted stock unit awards. These are compensation-related acquisitions, not open-market trades, and increase his contingent right to receive the economic equivalent of additional EXPD common shares over time.

Did Roberto A. Martinez buy or sell EXPD common stock in this Form 4?
The Form 4 shows no open-market purchases or sales of EXPD common stock by Roberto A. Martinez. It instead reports grants of dividend equivalent rights connected to existing restricted stock units, which are non-cash equity compensation adjustments rather than discretionary stock trades in the market.

How many EXPD common shares does Roberto A. Martinez hold after these transactions?
After the reported date, Roberto A. Martinez holds 4,061.6826 EXPD common shares directly. In addition, he holds dividend equivalent rights that provide a contingent right to receive the economic equivalent of further common shares as related restricted stock units vest over time.

What are EXPD dividend equivalent rights reported in this Form 4?
Each EXPD dividend equivalent right represents a contingent right to receive the economic equivalent of one common share. These rights accrue on restricted stock unit grants when dividends are paid and vest proportionately with the underlying restricted stock units from the 2024, 2025, and 2026 equity awards.

How many dividend equivalent rights were granted to Roberto A. Martinez in June 2026?
On June 15, 2026, Roberto A. Martinez received 27.5560 dividend equivalent rights tied to 2026 RSUs, 18.9200 tied to 2025 RSUs, and 4.5870 tied to 2024 RSUs. Each grant reflects additional economic exposure to EXPD common stock through accrued dividend equivalents.
SEC Form 4
FORM 4UNITED 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*
Martinez Roberto A
(Last)(First)(Middle)
3545 FACTORIA BLVD SE
STERLING PLAZA 2, 3RD FLOOR
(Street)
BELLEVUE WASHINGTON 98006
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
EXPEDITORS INTERNATIONAL OF WASHINGTON INC [ EXPD ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
President, Global Products
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/15/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock4,061.6826D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Dividend Equivalent Rights - 2024 RSUs$006/15/2026A4.587 (1) (1)Common Stock4.587$026.986D
Dividend Equivalent Rights - 2025 RSUs$006/15/2026A18.92 (2) (2)Common Stock18.92$063.633D
Dividend Equivalent Rights - 2026 RSUs$006/15/2026A27.556 (3) (3)Common Stock27.556$027.556D
Explanation of Responses:
1. Each dividend equivalent right represents a contingent right to receive the economic equivalent of one common share of the Issuer. The dividend equivalent rights accrued in respect of the 2024 grant of restricted stock units and vest proportionately with the restricted stock units to which they relate.
2. Each dividend equivalent right represents a contingent right to receive the economic equivalent of one common share of the Issuer. The dividend equivalent rights accrued in respect of the 2025 grant of restricted stock units and vest proportionately with the restricted stock units to which they relate.
3. Each dividend equivalent right represents a contingent right to receive the economic equivalent of one common share of the Issuer. The dividend equivalent rights accrued in respect of the 2026 grant of restricted stock units and vest proportionately with the restricted stock units to which they relate.
Diane Heffner, Stock Plan Administrator, attorney-in-fact06/17/2026
** Signature of Reporting PersonDate
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)

Source: View Original Filing on SEC EDGAR