Expeditors executive exercises RSUs, covers tax

EXPEDITORS INTERNATIONAL OF WASHINGTON INC Senior VP, General Counsel and Corporate Secretary Jeffrey F. Dickerman reported compensation-related share movements.

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Form Type

Rhea-AI Filing Summary

EXPEDITORS INTERNATIONAL OF WASHINGTON INC Senior VP, General Counsel and Corporate Secretary Jeffrey F. Dickerman reported compensation-related share movements. On May 6, 2026, restricted stock units and related dividend equivalent rights vested, delivering 987 common shares in total.

To cover tax obligations, 389 common shares were disposed of at $153.08 per share through a tax-withholding mechanism, not an open-market sale. After these transactions, Dickerman directly held about 9,898.6674 common shares. No derivative holdings related to these RSUs and dividend equivalent rights remained after vesting.

Insider Trade Summary

987 shares exercised/converted

Exercise 5 txns

Insider Dickerman Jeffrey F

Role Senior VP/Gen Counsel/Corp Sec

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units - 2025 RSUs	976	$0.00	$0.00
Exercise	Dividend Equivalent Rights - 2025 RSUs	11	$0.00	$0.00
Exercise	Common Stock	976	$0.00	$0.00
Exercise	Common Stock	11	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	389	$153.08	$60K

Holdings After Transaction: Restricted Stock Units - 2025 RSUs — 1,952 contracts (Direct); Dividend Equivalent Rights - 2025 RSUs — 23.56 contracts (Direct); Common Stock — 9,898.6674 shares (Direct)

Footnotes (1)

F1. Each RSU and DER represent a contingent right to receive the economic equivalent of one common shares of the issuer. The RSUs and DERs vested on May 6, 2026.

Key Figures

Shares withheld for taxes: 389 shares Withholding price per share: $153.08 per share Shares received from RSU and DER vesting: 987 shares +2 more

5 metrics

Shares withheld for taxes 389 shares Tax-withholding disposition on May 6, 2026

Withholding price per share $153.08 per share Value used for 389-share tax withholding

Shares received from RSU and DER vesting 987 shares Common stock delivered on May 6, 2026

Post-transaction common share holdings 9,898.6674 shares Direct ownership after Form 4 transactions

RSUs converted 976 units Restricted Stock Units - 2025 RSUs exercised

Key Terms

Restricted Stock Units, Dividend Equivalent Rights, tax-withholding disposition, derivative exercise/conversion, +1 more

5 terms

Restricted Stock Units financial

"Restricted Stock Units - 2025 RSUs"

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.

Dividend Equivalent Rights financial

"Dividend Equivalent Rights - 2025 RSUs"

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.

tax-withholding disposition financial

"transaction_action": "tax-withholding disposition""

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

derivative exercise/conversion financial

"transaction_action": "derivative exercise/conversion""

contingent right financial

"Each RSU and DER represent a contingent right to receive"

FAQ

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

What insider transaction did EXPD executive Jeffrey Dickerman report?

Jeffrey Dickerman reported RSU-related share movements, not open-market trades. On May 6, 2026, 987 common shares were delivered from vested restricted stock units and dividend equivalent rights, with a portion withheld in shares to satisfy tax obligations.

How many EXPD shares did Jeffrey Dickerman receive from RSU vesting?

He received the economic equivalent of 987 EXPEDITORS INTERNATIONAL OF WASHINGTON INC common shares. These came from vested restricted stock units and associated dividend equivalent rights, which each represent one common share equivalent when they vest and convert into stock.

How many EXPD shares were withheld to pay taxes for Jeffrey Dickerman?

A total of 389 EXPEDITORS INTERNATIONAL OF WASHINGTON INC common shares were withheld. They were valued at $153.08 per share and used to satisfy tax liabilities arising from the vesting and conversion of Dickerman’s restricted stock units and dividend equivalent rights.

What are dividend equivalent rights in the EXPD Form 4 filing?

Dividend equivalent rights are derivatives that mirror common stock dividends. In this case, each right represented the economic equivalent of one EXPEDITORS common share and converted into 11 common shares when they vested alongside the related 2025 restricted stock units.

How many EXPD common shares does Jeffrey Dickerman hold after these transactions?

Following the reported transactions, Jeffrey Dickerman directly held about 9,898.6674 EXPEDITORS INTERNATIONAL OF WASHINGTON INC common shares. This figure reflects the net result after RSU and dividend equivalent vesting and the share withholding used to cover associated tax obligations.

Were Jeffrey Dickerman’s EXPD transactions open-market buys or sells?

No, they were not open-market trades. The Form 4 shows derivative exercises from restricted stock units and dividend equivalent rights, plus a tax-withholding disposition, where 389 shares were withheld by the issuer to cover tax liabilities tied to the vesting event.

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

Form 4 Insider Transactions: What Each Field Means →

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Accepted by SEC EDGAR 05/08/2026 - 04:40 PM

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^*

Dickerman Jeffrey F

(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)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Senior VP/Gen Counsel/Corp Sec

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/06/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	05/06/2026		M		976	A	$0	10,276.6674	D
Common Stock	05/06/2026		M		11	A	$0	10,287.6674	D
Common Stock	05/06/2026		F		389	D	$153.08	9,898.6674	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units - 2025 RSUs	$0	05/06/2026		M			976	⁽¹⁾	⁽¹⁾	Common Stock	976	$0	1,952	D
Dividend Equivalent Rights - 2025 RSUs	$0	05/06/2026		M			11	⁽¹⁾	⁽¹⁾	Common Stock	11	$0	23.56	D

Explanation of Responses:

1. Each RSU and DER represent a contingent right to receive the economic equivalent of one common shares of the issuer. The RSUs and DERs vested on May 6, 2026.

	Diane Heffner, Stock Plan Administrator, attorney-in-fact	05/08/2026
	** 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)

Source: View Original Filing on SEC EDGAR