Expeditors (EXPD) CEO updates stock and dividend right holdings in Form 4 filing

Rhea-AI Filing Summary

Expeditors International of Washington Inc. disclosed that its President and CEO acquired additional dividend equivalent rights tied to restricted stock units on 12/15/2025. These rights, each representing the economic equivalent of one common share, accrued on the 2023, 2024, and 2025 RSU grants in amounts of 9.016, 17.571, and 143.053, respectively, at a reference price of $151.57 per share. After these automatic accruals, the executive beneficially owns 60,531.6283 shares of common stock directly and holds 61.776, 82.331, and 330.165 dividend equivalent rights linked to the 2023, 2024, and 2025 RSU grants. The common stock balance includes 197.6597 shares purchased on July 31, 2025 under Expeditors’ 2002 Employee Stock Purchase Plan.

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^*

Wall Daniel R

(Last) (First) (Middle)

3545 FACTORIA BLVD SE

STERLING PLAZA 2, 3RD FLOOR

(Street)

BELLEVUE WA 98006

(City) (State) (Zip)

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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President and CEO

3. Date of Earliest Transaction (Month/Day/Year)
12/15/2025

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								60,531.6283(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
Dividend Equivalent Rights - 2023 RSUs	(2)	12/15/2025		A		9.016		(2)	(2)	Common Stock	9.016	$151.57	61.776	D
Dividend Equivalent Rights - 2024 RSUs	(3)	12/15/2025		A		17.571		(3)	(3)	Common Stock	17.571	$151.57	82.331	D
Dividend Equivalent Rights - 2025 RSUs	(4)	12/15/2025		A		143.053		(4)	(4)	Common Stock	143.053	$151.57	330.165	D

Explanation of Responses:

1. Balance of Common Stock beneficially owned includes 197.6597 shares purchased on July 31, 2025 under Expeditors International of Washington, Inc.'s 2002 Employee Stock Purchase Plan.

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 2023 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 2024 grant of restricted stock units and vest proportionately with the restricted stock units to which they relate.

4. 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.

	Diane Heffner, Stock Plan Administrator, attorney-in-fact	12/17/2025
	** 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 insider transaction did Expeditors (EXPD) report in this Form 4?

The President and CEO of Expeditors International of Washington Inc. reported automatic accruals of dividend equivalent rights on 2023, 2024, and 2025 restricted stock unit grants on 12/15/2025.

How many Expeditors (EXPD) common shares does the CEO own after the reported transaction?

Following the reported activity, the executive beneficially owns 60,531.6283 shares of common stock directly.

What are dividend equivalent rights in this Expeditors (EXPD) filing?

Each dividend equivalent right is described as a contingent right to receive the economic equivalent of one common share, accruing on RSU grants and vesting proportionately with the related restricted stock units.

What dividend equivalent rights does the Expeditors (EXPD) CEO hold after this transaction?

After the accruals, the executive holds 61.776 dividend equivalent rights tied to 2023 RSUs, 82.331 tied to 2024 RSUs, and 330.165 tied to 2025 RSUs.

At what price did the Expeditors (EXPD) dividend equivalent rights accrue?

The dividend equivalent rights reported for the 2023, 2024, and 2025 RSU grants accrued at a reference price of $151.57 per share.

Does the Expeditors (EXPD) CEO’s share balance include stock purchased through an employee plan?

Yes. The disclosure notes that the common stock balance includes 197.6597 shares purchased on July 31, 2025 under Expeditors’ 2002 Employee Stock Purchase Plan.

Is this Expeditors (EXPD) Form 4 filed for more than one reporting person?

No. The document indicates that the Form is filed by one reporting person, the company’s President and CEO.