[Form 4] FEDEX CORP Insider Trading Activity

Rhea-AI Filing Summary

FedEx director Joshua Cooper Ramo reported two transactions on 09/29/2025. He received 823 restricted stock units (RSUs) that vest at the next FedEx annual stockholders' meeting and accrue dividend equivalents, and 591 shares of common stock issued in lieu of a $140,000 annual retainer at an implied price of $236.885 per share. Following these transactions, his beneficial ownership is reported as 7,915 shares (after a 12-share dividend reinvestment adjustment) and 8,506 shares total after the retainer issuance. The Form 4 is signed and dated 10/01/2025.

Positive

• Receipt of 823 RSUs that vest at the next annual meeting and accrue dividend equivalents, aligning director compensation with shareholder value
• 591 shares issued in lieu of $140,000 retainer, demonstrating compensation is being taken in equity rather than cash
• Dividend reinvestment added 12 shares, modestly increasing direct beneficial ownership

Negative

• None.

Insights

Financial Analyst

TL;DR: Director received RSUs and stock-for-fees, a routine compensation event with limited immediate market impact.

The reported grants include 823 RSUs that vest at the next annual meeting and 591 shares issued in lieu of a $140,000 retainer at $236.885/share. These transactions reflect standard non-management director compensation rather than open-market purchases, so they do not signal a change in insider sentiment about near-term operating performance. The dividend reinvestment adjustment of 12 shares slightly increases direct ownership. Overall, the transactions are compensatory and routine.

Corporate Governance Expert

TL;DR: Governance optics are normal: RSUs align director pay with shareholder outcomes; issuance in lieu of cash is customary.

Issuing RSUs that accrue dividend equivalents and converting retainer fees into shares are common practices to align director interests with shareholders and conserve company cash. The vesting tied to the next annual meeting suggests a short time horizon before full economic alignment. There is no disclosure of accelerated vesting or unusual transfer, and the filing follows Section 16 reporting requirements, indicating routine governance compliance.

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
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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).

1. Name and Address of Reporting Person^*

Ramo Joshua Cooper

(Last) (First) (Middle)

1207 DELAWARE AVENUE

SUITE 2110

(Street)

WILMINGTON DE 19806

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
FEDEX CORP [ FDX ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
09/29/2025

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	09/29/2025		A		823(1)	A	$0	7,915(2)	D
Common Stock	09/29/2025		A		591	A	$236.885(3)	8,506	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

Explanation of Responses:

1. These shares are subject to restricted stock units ("RSUs"). The RSUs vest on the date of the next FedEx Corporation annual stockholders' meeting and shall accrue dividend equivalents when a dividend is paid on shares of FedEx common stock, as set forth in the form of Restricted Stock Unit Agreement for Non-Management Directors.

2. Ownership has been adjusted to reflect 12 shares that were acquired via dividend reinvestment as a result of dividends paid to all shareholders.

3. This common stock was issued in lieu of annual retainer fees of $140,000 (rounded down to the nearest whole share).

	/s/ Joshua Cooper Ramo	10/01/2025
	** 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 did Joshua Cooper Ramo report on Form 4 for FDX?

He reported receipt of 823 RSUs vesting at the next annual meeting and 591 shares issued in lieu of a $140,000 retainer; beneficial ownership updated to 8,506 shares.

When were the transactions dated on the Form 4 for FDX?

The transactions are dated 09/29/2025, and the Form 4 is signed on 10/01/2025.

What is the price associated with the shares issued for the retainer?

The common stock issued in lieu of annual retainer fees is recorded at an implied price of $236.885 per share.

Do the RSUs pay dividends or dividend equivalents?

Yes, the RSUs shall accrue dividend equivalents when a dividend is paid on FedEx common stock, per the restricted stock unit agreement referenced.

How did the filing adjust ownership for dividends?

Ownership was adjusted to reflect 12 shares acquired via dividend reinvestment resulting from dividends paid to all shareholders.