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FedEx Freight (FDXF) CFO Witt Marshall granted new RSU-based share awards

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

FedEx Freight Holding Company, Inc. executive vice president and chief financial officer Witt Marshall reported two equity compensation grants. He acquired 1,954 shares of common stock as a grant of restricted stock units (RSUs) that fully vest on May 15, 2027. He also acquired 1,670 RSU-linked shares that vest in three installments on May 15, 2027, March 31, 2028, and February 15, 2029. These awards increased his directly held common stock reported in this filing.

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Insider Witt Marshall
Role EVP - Chief Financial Officer
Type Security Shares Price Value
Grant/Award Common Stock 1,670 $0.00 --
Grant/Award Common Stock 1,954 $0.00 --
Holdings After Transaction: Common Stock — 2,656 shares (Direct, null)
Footnotes (1)
  1. Represents a grant of restricted stock units ("RSUs") that fully vest on May 15, 2027. Each RSU represents a right to receive one share of FedEx Freight Holding Company, Inc. common stock upon vesting and do not accrue dividend equivalent rights. Represents a grant of RSUs that vest ratably in three installments on May 15, 2027, March 31, 2028, and February 15, 2029.
RSU-linked shares granted (award 1) 1,954 shares Grant of RSUs fully vesting on May 15, 2027
RSU-linked shares granted (award 2) 1,670 shares Grant of RSUs vesting in three installments through February 15, 2029
Shares held after award 1 4,610 shares Total common stock reported following first A-code transaction
Shares held after award 2 2,656 shares Total common stock reported following second A-code transaction
First RSU vesting date May 15, 2027 Full vesting date for 1,954-share RSU grant
Final installment vesting date February 15, 2029 Last vesting date for multi-year RSU grant
restricted stock units ("RSUs") financial
"Represents a grant of restricted stock units ("RSUs") that fully vest on May 15, 2027."
Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.
dividend equivalent rights financial
"Each RSU represents a right to receive one share ... and do not accrue dividend equivalent rights."
Dividend equivalent rights are promises that mirror the cash payments shareholders get from a company’s profits, but they are paid to holders of certain awards (like stock options or restricted stock units) rather than to actual shares. Think of them as a paycheck top‑up that matches dividends while the award is not yet a real stock, and they matter to investors because they add to employee compensation costs and potential share dilution, affecting company profitability and per‑share value.
ratably in three installments financial
"Represents a grant of RSUs that vest ratably in three installments on May 15, 2027, March 31, 2028, and February 15, 2029."
Form 4 regulatory
"INSIDER FILING DATA (Form 4):"
Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.
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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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*
Witt Marshall
(Last)(First)(Middle)
8285 TOURNAMENT DR.
(Street)
MEMPHIS TENNESSEE 38125
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
FedEx Freight Holding Company, Inc. [ FDXF ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
EVP - Chief Financial Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/29/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock06/29/2026A1,670(1)A$02,656D
Common Stock06/29/2026A1,954(2)A$04,610D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Represents a grant of restricted stock units ("RSUs") that fully vest on May 15, 2027. Each RSU represents a right to receive one share of FedEx Freight Holding Company, Inc. common stock upon vesting and do not accrue dividend equivalent rights.
2. Represents a grant of RSUs that vest ratably in three installments on May 15, 2027, March 31, 2028, and February 15, 2029.
Remarks:
/s/ Edward J. Garitty, as Attorney-in-Fact07/01/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did FDXF CFO Witt Marshall report on this Form 4?

Witt Marshall reported acquiring company equity through two share-based compensation grants, not open-market purchases. The Form 4 shows awards of common stock tied to restricted stock units (RSUs), reflecting routine executive compensation rather than discretionary trading in FedEx Freight Holding Company, Inc. shares.

How many FDXF shares were granted to Witt Marshall in this filing?

The filing shows grants linked to 1,954 shares of common stock in one award and 1,670 shares in another. Both are reported as acquisitions at a transaction price of $0.00 per share, consistent with equity compensation rather than purchases for cash in the market.

When do Witt Marshall’s new FDXF RSU awards vest?

One RSU grant fully vests on May 15, 2027. The second RSU grant vests ratably in three installments on May 15, 2027, March 31, 2028, and February 15, 2029, spreading the vesting schedule over several years as part of long-term incentive compensation.

Are Witt Marshall’s reported FDXF transactions open-market buys or compensation awards?

They are compensation awards, not open-market buys. Both transactions use code “A” for grants or other acquisitions at a reported price of $0.00, and the footnotes describe them as restricted stock unit (RSU) grants with specified vesting dates rather than purchases on an exchange.

Do Witt Marshall’s FDXF RSUs accrue dividend equivalent rights?

The RSU grant tied to 1,954 shares does not accrue dividend equivalent rights, according to the footnote. It represents a right to receive one share of FedEx Freight Holding Company, Inc. common stock upon vesting, without additional dividend-linked credits during the vesting period.