Welcome to our dedicated page for FEDEX SEC filings (Ticker: FDX), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
FedEx Corporation filings document material events, capital structure, governance matters and operating disclosures for a global transportation, e-commerce and business services company. Recent 8-K and 8-K/A reports identify the company’s NYSE-listed common stock and multiple listed notes, along with material-event disclosures tied to corporate actions and leadership or governance matters.
FedEx regulatory filings also cover shareholder voting matters, material agreements, operating and financial results, and capital-structure disclosures. The records provide formal disclosure around FedEx’s package delivery operations, FedEx Freight, and related corporate reporting obligations as a Delaware public company.
FedEx Corporation approved a new Executive Severance Plan that will govern all future separations with executive officers, replacing prior Management Retention Agreements. Severance is provided only for qualifying terminations (without cause or with good reason) and is conditioned on a release of claims plus non-competition and non-solicitation covenants; violating these covenants ends benefits and may trigger repayment.
For qualifying terminations within 24 months after a change of control, executives receive the same benefits with a 2x multiplier, while equity awards continue to be handled under the FedEx Corporation 2019 Omnibus Stock Incentive Plan. Executives with at least 20 years of service are treated as having retired for Omnibus Plan purposes. Upon retirement of the CEO, FedEx may provide in-kind administrative, IT, and security Support Services for up to three years, capped at $250,000 per fiscal year and $750,000 in total, subject to a consulting agreement.
The Board also created a one-time special cash bonus pool for approximately 1,100 employees (managing directors and above) recognizing transformation achievements, including above-plan adjusted operating income and structural cost savings exceeding a $1 billion target. Named executive officers will receive special bonuses, including $1,900,000 for President and CEO Rajesh Subramaniam and $850,000 for Brie A. Carere.
FedEx Corporation has filed a shelf registration on Form S-3 that allows it to offer, from time to time, an unspecified amount of debt securities and common stock, which may be sold in one or more offerings, often with guarantees from key operating subsidiaries. A separate prospectus allows Federal Express Corporation to issue aircraft-related pass-through certificates backed by equipment notes on owned or leased aircraft, with those obligations fully and unconditionally guaranteed by FedEx Corporation. The filing outlines general terms for future debt (including guarantees, covenants, events of default, defeasance, and book-entry settlement), for common stock, and for the pass-through structures, with specific pricing and terms to be set in later prospectus supplements. As of July 20, 2026, FedEx had 236,590,520 shares of common stock outstanding, authorized capital of 800,000,000 common shares and 4,000,000 preferred shares, and its stock traded on the NYSE under the symbol FDX at $306.22 per share.
FedEx Corporation is overhauling its reporting calendar and portfolio. Effective June 1, 2026 it changed its fiscal year end from May 31 to December 31 and will report a seven‑month Transition Period from June 1 through December 31, 2026 on Form 10‑K, then move to calendar‑year reporting.
On June 1, 2026 FedEx completed the spin‑off of its less‑than‑truckload FedEx Freight business, including FedEx Custom Critical and LTL Select, into a new public company. FedEx Freight is now presented as discontinued operations and is no longer a reportable segment, with certain shared‑service expenses remaining at FedEx as stranded costs.
Following the spin‑off, FedEx realigned into two reportable segments, Express U.S. Domestic and Express International, and recast historical results. For calendar 2025, recast revenue was $82,463 million compared with $79,130 million in 2024, with operating income of $4,554 million, net income from continuing operations of $3,482 million (diluted EPS $14.62) and net income from discontinued operations of $1,066 million.
The company provides detailed segment operating statistics and reconciliations of non‑GAAP measures that adjust for business optimization, legal and regulatory matters, pension MTM adjustments, aircraft impairments, fiscal year‑change costs and tax items. Capital expenditures in 2025 were $3,565 million. FedEx also highlights an agreement to sell its FedEx Supply Chain business to CMA CGM Group for $1.4 billion, expected to close in the second half of 2026.
FedEx Corporation describes major structural, operational, and sustainability developments alongside its global transportation, e‑commerce, and business‑services network. Effective June 1, 2026, it changed its fiscal year-end to December 31, with a seven‑month Transition Period covering June 1 through December 31, 2026.
The company completed the spin-off of its less‑than‑truckload FedEx Freight business, distributing 80.1% of FedEx Freight Holding via a pro rata dividend of one FedEx Freight share for every two FedEx common shares and retaining 19.9%. FedEx reorganized into two reportable segments, Express U.S. Domestic and Express International, and announced a sale of FedEx Supply Chain to CMA CGM Group for $1.4 billion, expected to close in the second half of 2026.
For 2026, FedEx reported jet fuel costs of $3,050 million, or 3.2% of consolidated revenue, operated about 700 aircraft and more than 180,000 vehicles, and employed roughly 300,000 permanent full‑time and 230,000 permanent part‑time staff. It is advancing Network 2.0 and digital and AI initiatives and targets carbon‑neutral operations by 2040, supported by SAF offtake agreements for more than 16.5 million gallons of blended fuel and nearly 9,500 electric vehicles in service.
FedEx Corporation is conducting cash tender offers to repurchase various outstanding notes using a “waterfall” acceptance priority structure. The offers cover up to $4,150,000,000 aggregate purchase price of notes (excluding accrued interest), with acceptance priority levels from 1 to 19. As of the early tender time on July 9, 2026, tenders exceeded the Offer Cap, so FedEx expects to purchase the full amount tendered of all series ranked 1 through 12 and only a prorated portion of the 5.100% Notes due 2044 (priority level 13) using a proration factor of approximately 41.3%. Lower-priority series (levels 14–19) will not be accepted. In total, FedEx expects to buy $4,857,412,000 aggregate principal amount of notes on the early settlement date of July 14, 2026, paying holders a Total Consideration that includes an early tender premium of $30 per $1,000 principal for notes tendered by the early deadline. FedEx intends to fund the purchases primarily with an approximately $4.1 billion dividend received from the spin-off of FedEx Freight on June 1, 2026, supplemented by cash on hand.
FedEx Corp director Paul S. Walsh reported an exercise-and-sell transaction in company stock. On June 30, 2026, he exercised stock options covering 5,042 shares of common stock at $137.85 per share and sold 5,042 common shares in an open-market sale at an average price of $324.56 per share. Following these transactions, he directly owned 16,359 shares of FedEx common stock. Footnotes note prior option adjustments related to the June 2026 spin-off of FedEx Freight Holding Company and a small increase of 11 shares from dividend reinvestment.
FEDEX CORP executive Vishal Talwar reported a corrected grant of stock options. The amended Form 4 shows an award of 3,478 non-qualified stock options on Common Stock at an exercise price of $323.62 per share, expiring on June 25, 2036.
According to the filing, these options vest ratably over three years and are first exercisable one year from the grant date. The amendment was filed solely to correct the number of stock options previously reported, which had been misstated due to a miscalculation in the Black-Scholes valuation methodology.
FedEx Corp President and CEO Rajesh Subramaniam reported a corrected grant of 10,725 non-qualified stock options. These options give him the right to buy 10,725 shares of FedEx common stock at an exercise price of $323.62 per share and expire on June 25, 2036.
The filing is an amendment to a prior Form 4 and states the original report used an incorrect number of options due to a miscalculation in the Black-Scholes valuation methodology. The options vest ratably over three years from the June 25, 2026 grant date and are first exercisable one year after grant. Following this grant, he holds 10,725 options from this award.
FedEx Corp director and executive Richard W. Smith received a grant of 3,478 non-qualified stock options to buy FedEx common shares at an exercise price of $323.62 per share. This amended Form 4 corrects the number of options previously reported, which was miscalculated using the Black-Scholes valuation methodology.
The options vest ratably over three years from the grant date and are first exercisable one year after grant. Following this award, Smith holds 3,478 such options directly under this specific grant.
FEDEX CORP interim CFO & interim CAO Claude F. Russ reported an amended Form 4 reflecting a grant of 772 non-qualified stock options for FedEx common stock. The options have an exercise price of $323.62 per share and represent a new derivative holding of 772 options.
The amendment corrects the number of options previously reported due to a miscalculation in the Black-Scholes valuation methodology used on the original Form 4. These options vest ratably over three years from the grant date and are first exercisable one year after the grant.