[Form 4] Expeditors International of Washington, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Expeditors International of Washington, Inc. (EXPD) – Form 4 Insider Transaction Summary

On 06/16/2025, Roberto A. Martinez, President – Global Products at Expeditors International, filed a Form 4 detailing minor equity-linked acquisitions related to dividend equivalent rights (DERs) that accrue on outstanding restricted stock units (RSUs). No open-market purchases or sales of common shares were reported.

• Common stock holdings: 2,070.315 shares held directly after the reported transactions.
• Derivative acquisitions: Martinez received 1.029 DERs linked to 2023 RSUs, 12.22 DERs linked to 2024 RSUs, and 37.808 DERs linked to 2025 RSUs. Each DER is economically equivalent to one common share and carried a reference price of $115.11.
• Ownership form: All securities are reported as held directly.
• Insider status: Filing confirms Martinez’s role as an Officer (President, Global Products); filing made on 06/18/2025 by attorney-in-fact.

The filing reflects routine, compensation-related accruals rather than discretionary trading activity. The scale (≈51 share equivalents) is immaterial relative to EXPD’s public float and should not meaningfully affect the company’s ownership structure or market perception.

Insights

Financial Analyst

TL;DR Routine RSU dividend equivalents; no cash trades; negligible size; neutral impact on EXPD valuation.

The Form 4 discloses automatic accrual of dividend equivalent rights tied to prior RSU grants. The total new exposure is roughly 51 share equivalents, worth about $5,900 at $115.11, which is insignificant versus EXPD’s multi-billion-dollar market cap. Because the transaction is compensation-driven and involves no open-market buying or selling, it neither signals insider sentiment nor alters supply-demand dynamics. Consequently, the disclosure is best viewed as standard administrative reporting with neutral portfolio relevance.

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

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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

(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, Global Products

3. Date of Earliest Transaction (Month/Day/Year)
06/16/2025

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								2,070.315	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	(1)	06/16/2025		A		1.029		(1)	(1)	Common Stock	1.029	$115.11	4.831	D
Dividend Equivalent Rights - 2024 RSUs	(2)	06/16/2025		A		12.22		(2)	(2)	Common Stock	12.22	$115.11	35.056	D
Dividend Equivalent Rights - 2025 RSUs	(3)	06/16/2025		A		37.808		(3)	(3)	Common Stock	37.808	$115.11	37.808	D

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 2023 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 2024 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 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	06/18/2025
	** 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).
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FAQ

How many EXPD common shares does Roberto A. Martinez now hold?

After the reported transactions, he directly holds 2,070.315 shares of Expeditors International common stock.

What derivative securities were acquired in the 06/16/2025 Form 4 filing for EXPD?

Martinez received 1.029 DERs for 2023 RSUs, 12.22 DERs for 2024 RSUs, and 37.808 DERs for 2025 RSUs.

Did the insider buy or sell EXPD shares on the open market?

No. The filing shows only automatic accrual of dividend equivalent rights; there were no open-market purchases or sales.

What was the reference price for the DERs reported in the EXPD Form 4?

Each dividend equivalent right was valued using a price of $115.11 per underlying common share.

Is this Form 4 impact considered material for EXPD investors?

Given the small size (≈51 share equivalents), the transaction is not material and is routine compensation disclosure.