FDX Insider Filing: Martin Adds Shares and Receives 18,738 Options

Rhea-AI Filing Summary

R. Brad Martin, Executive Chairman and Director of FedEx Corp (FDX), reported insider transactions on 09/29/2025. He acquired 6,401 common shares with no cash price reported and now directly beneficially owns 15,348 shares. Several indirect holdings are reported: 55,000 shares via GRATs, 7,250 via R. Brad Martin Family Foundation, 2,100 via spouse, and three child trusts holding 750 shares each.

He was also granted 18,738 non-qualified stock options at a $236.885 exercise price on 09/29/2025; the options vest ratably over four years and are first exercisable one year after the grant per the explanation. Ownership was adjusted for 12 shares from dividend reinvestment.

Positive

• Grant of 18,738 non-qualified stock options at a disclosed exercise price of $236.885 supports long-term alignment with shareholders
• Acquisition of 6,401 common shares increasing direct ownership to 15,348 shares
• Detailed disclosure of indirect holdings (55,000 by GRATs; 7,250 by family foundation; 2,100 by spouse; three child trusts of 750 each) enhances transparency
• Dividend reinvestment adjusted ownership by 12 shares, reflecting routine shareholder activity

Negative

• None.

Insights

Financial Analyst

TL;DR: Insider received a meaningful option grant and purchased shares, increasing direct and indirect holdings without cash proceeds disclosed for the share acquisition.

The Form 4 shows a grant of 18,738 non-qualified stock options at a $236.885 strike and an acquisition of 6,401 common shares on 09/29/2025. The options vest ratably over four years and are first exercisable one year after grant, which aligns management retention practices. Reported indirect holdings via GRATs, a family foundation, spouse, and child trusts indicate concentrated founder-family ownership structures remain in place.

Corporate Governance Expert

TL;DR: Grant and purchases are routine insider compensation and ownership maintenance; disclosure is complete on sources of indirect ownership.

The filing discloses both direct and multiple forms of indirect beneficial ownership, including trusts and a family foundation, which is important for transparency. The option grant terms (strike price $236.885, 18,738 options, four-year vesting with one-year cliff) are disclosed and accompanied by a dividend reinvestment adjustment of 12 shares. No departures, forfeitures, or exercised-for-cash transactions are reported.

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^*

MARTIN R BRAD

(Last) (First) (Middle)

942 SOUTH SHADY GROVE ROAD

(Street)

MEMPHIS TN 38120

(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
X	Officer (give title below)		Other (specify below)
	Executive Chairman

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		6,401	A	$0	15,348(1)	D
Common Stock								55,000	I	By GRATs
Common Stock								7,250	I	By R. Brad Martin Family Foundation
Common Stock								2,100	I	By Wife
Common Stock								750	I	By Child's Trust 1
Common Stock								750	I	By Child's Trust 2
Common Stock								750	I	By Child's Trust 3

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
Non-qualified Stock Option (Right to Buy)	$236.885	09/29/2025		A		18,738		(2)	09/29/2035	Common Stock	18,738	$0	18,738	D

Explanation of Responses:

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

2. These options vest ratably over four years from the date of grant and are first exercisable one year from date of grant.

	/s/ R. Brad Martin	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.
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FAQ

What did R. Brad Martin report on the Form 4 for FDX?

The Form 4 reports acquisition of 6,401 common shares and a grant of 18,738 non-qualified stock options on 09/29/2025, plus detailed indirect holdings.

How many options were granted and at what exercise price?

18,738 non-qualified stock options were granted with an exercise price of $236.885.

When do the options vest and become exercisable?

The options vest ratably over four years and are first exercisable one year from the date of grant according to the filing.

What is R. Brad Martin's direct beneficial ownership after the reported transactions?

He directly beneficially owns 15,348 common shares following the reported acquisition.

Are there any indirect holdings disclosed for the reporting person?

Yes. Indirect holdings include 55,000 shares via GRATs, 7,250 via the R. Brad Martin Family Foundation, 2,100 via his wife, and three child trusts holding 750 shares each.