Fastenal (FAST) executive cashes out 34,612 shares from stock options

Rhea-AI Filing Summary

A senior executive at Fastenal exercised 34,612 stock options at an exercise price of $13 per share and, on the same date of 08/08/2025, sold 34,612 shares of common stock at an average price of $48.0302 per share. Following these transactions, the executive reported 0 shares held directly.

The filing shows continued indirect ownership of 28,638 Fastenal shares held in the company’s 401(k) plan and 1,840 shares held in a custodian account for the executive’s son. The amended report also explains that the option grant and related share counts were adjusted for two 2-for-1 stock splits, effective on 05/22/2019 and 05/21/2025, and corrects prior omissions related to these indirect holdings.

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^*

Soderberg John Lewis

(Last) (First) (Middle)

2001 THEURER BOULEVARD

(Street)

WINONA MN 55987

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
FASTENAL CO [ FAST ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Senior EVP-IT

3. Date of Earliest Transaction (Month/Day/Year)
08/08/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)
08/08/2025

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	08/08/2025		M		34,612	A	$13(1)	34,612	D
Common Stock	08/08/2025		S		34,612	D	$48.0302	0	D
Common Stock								28,638(2)	I	Held in 401(K) Plan
Common Stock								1,840(3)	I	Held in custodian account for Son

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
Employee Stock Option (Right to Buy)	$13(1)	08/08/2025		M			34,612	(4)	12/31/2028	Common Stock	34,612(1)	$0	0	D

Explanation of Responses:

1. The option was previously reported in a filing dated 1/3/2019 as covering 8,653 securities at a strike price of $52 and the amounts are adjusted to reflect two 2-for-1 stock splits on 5/22/2019 and 5/21/2025 respectively.

2. Shares attributed to reporting person's account within issuer's 401(K) Plan and includes additional stock split adjusted securities since the reporting person's prior report on 5/16/2025.

3. These shareholding amounts were inadvertently omitted from the reports filed on 8/16/2025 and 5/16/2025 and the amounts reported reflect a 2-for-1 stock split as of May 21, 2025.

4. The option will vest and become exercisable over a period of five years, with 40% the option vesting and becoming exercisable two years following the date of grant, and the remainder vesting and becoming exercisable proportionately on each anniversary of the grant date.

Remarks:

	/s/ John J. Milek, Attorney-in-Fact	01/27/2026
	** 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.

FAQ

What insider transaction did Fastenal (FAST) report on 08/08/2025?

The filing reports that a senior executive exercised 34,612 stock options at an exercise price of $13 and sold 34,612 shares of Fastenal common stock at an average price of $48.0302 per share on 08/08/2025.

How many Fastenal shares does the executive still own after the reported transactions?

After the reported transactions, the executive holds 0 shares directly, but continues to have 28,638 shares indirectly through Fastenal’s 401(k) plan and 1,840 shares in a custodian account for the executive’s son.

What stock option activity did the Fastenal executive report?

The executive exercised an Employee Stock Option for 34,612 shares of Fastenal common stock at an exercise price of $13 per share. This option, which had an expiration date of 12/31/2028, was reduced to 0 derivative securities owned after the exercise.

Why does the Fastenal Form 4/A mention stock splits in 2019 and 2025?

The explanation notes that the option was originally reported on 01/03/2019 and that both the option and related share amounts were adjusted to reflect two 2-for-1 stock splits, effective on 05/22/2019 and 05/21/2025, respectively.

What corrections or omissions does this Fastenal Form 4/A address?

The amended filing states that certain shareholdings were inadvertently omitted from prior reports dated 05/16/2025 and 08/16/2025, and that the reported 401(k) shares and custodian account shares now reflect stock-split-adjusted amounts.

What is the vesting schedule described for the Fastenal stock option?

The explanation states that the option vests over five years, with 40% vesting and becoming exercisable two years after the grant date, and the remaining portion vesting and becoming exercisable in equal parts on each anniversary of the grant date.