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FedEx Freight (FDXF) director gains shares and options in spin-off conversion

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

Rhea-AI Filing Summary

FedEx Freight Holding Company, Inc. director Samantha M. Smith reported acquisitions of common stock and stock options on June 1, 2026, tied to the spin-off from FedEx Corporation. Existing FedEx equity awards were converted into equivalent positions in FedEx Freight.

The filing shows common stock

Positive

  • None.

Negative

  • None.
Insider Smith Samantha M
Role null
Type Security Shares Price Value
Grant/Award Stock Option (Right to Buy) 886 $0.00 --
Grant/Award Stock Option (Right to Buy) 878 $0.00 --
Grant/Award Stock Option (Right to Buy) 1,142 $0.00 --
Grant/Award Stock Option (Right to Buy) 979 $0.00 --
Grant/Award Stock Option (Right to Buy) 708 $0.00 --
Grant/Award Stock Option (Right to Buy) 1,016 $0.00 --
Grant/Award Common Stock 83,791 $0.00 --
Grant/Award Common Stock 39,705 $0.00 --
Grant/Award Common Stock 162,481 $0.00 --
Holdings After Transaction: Stock Option (Right to Buy) — 886 shares (Direct, null); Common Stock — 83,791 shares (Direct, null); Common Stock — 39,705 shares (Indirect, by Family Trusts)
Footnotes (1)
  1. Represents shares of common stock of FedEx Corporation ("FedEx") that have been converted into shares of common stock of FedEx Freight Holding Company, Inc. (the "Issuer") in connection with the spin-off of the Issuer from FedEx. Represents options to acquire FedEx common stock that have been converted into options to acquire the Issuer's common stock in connection with the spin-off of the Issuer from FedEx. Fully vested and exercisable. Vest ratably over four years from the original grant date of the FedEx stock option (i.e., ten years prior to the option's expiration date) and are first exercisable one year from the original grant date.
Indirect shares via Family Holding Company 162,481 shares Common stock held indirectly as of June 1, 2026
Indirect shares via Family Trusts 39,705 shares Common stock held indirectly as of June 1, 2026
Direct common stock holding 83,791 shares Common stock held directly as of June 1, 2026
Option grant 1 1,016 shares at $88.85 Stock option, expires June 26, 2035
Option grant 2 708 shares at $116.36 Stock option, expires June 27, 2034
Option grant 3 979 shares at $91.45 Stock option, expires June 22, 2033
Option grant 4 1,142 shares at $90.40 Stock option, expires June 30, 2032
Option grant 5 878 shares at $117.35 Stock option, expires June 14, 2031
spin-off financial
"in connection with the spin-off of the Issuer from FedEx"
A spin-off happens when a company creates a new, independent business by separating part of itself, like splitting off a division into its own company. This often happens so the new company can focus better on its own goals or attract different investors. It matters because it can lead to more growth opportunities and clearer focus for both companies.
Stock Option (Right to Buy financial
"security_title": "Stock Option (Right to Buy)""
fully vested and exercisable financial
"Fully vested and exercisable."
vest ratably over four years financial
"Vest ratably over four years from the original grant date"
Family Trusts financial
"nature_of_ownership": "by Family Trusts""
Family Holding Company financial
"nature_of_ownership": "by Family Holding Company""
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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*
Smith Samantha M

(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)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/01/2026
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 Stock06/01/2026A83,791(1)A$083,791D
Common Stock06/01/2026A39,705(1)A$039,705Iby Family Trusts
Common Stock06/01/2026A162,481(1)A$0162,481Iby Family Holding Company
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
Stock Option (Right to Buy)$115.1306/01/2026A(2)886 (3)12/11/2030Common Stock886$0886D
Stock Option (Right to Buy)$117.3506/01/2026A(2)878 (3)06/14/2031Common Stock878$0878D
Stock Option (Right to Buy)$90.406/01/2026A(2)1,142 (4)06/30/2032Common Stock1,142$01,142D
Stock Option (Right to Buy)$91.4506/01/2026A(2)979 (4)06/22/2033Common Stock979$0979D
Stock Option (Right to Buy)$116.3606/01/2026A(2)708 (4)06/27/2034Common Stock708$0708D
Stock Option (Right to Buy)$88.8506/01/2026A(2)1,016 (4)06/26/2035Common Stock1,016$01,016D
Explanation of Responses:
1. Represents shares of common stock of FedEx Corporation ("FedEx") that have been converted into shares of common stock of FedEx Freight Holding Company, Inc. (the "Issuer") in connection with the spin-off of the Issuer from FedEx.
2. Represents options to acquire FedEx common stock that have been converted into options to acquire the Issuer's common stock in connection with the spin-off of the Issuer from FedEx.
3. Fully vested and exercisable.
4. Vest ratably over four years from the original grant date of the FedEx stock option (i.e., ten years prior to the option's expiration date) and are first exercisable one year from the original grant date.
Remarks:
/s/ Edward J. Garitty, as Attorney-in-Fact06/03/2026
** 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)

FAQ

What insider transaction did Samantha M. Smith report for FDXF?

Samantha M. Smith reported acquiring common stock and stock options of FedEx Freight Holding Company, Inc. on June 1, 2026. These positions reflect converted FedEx Corporation equity awards following the FedEx Freight spin-off, not open‑market purchases or sales.

How many FedEx Freight (FDXF) shares are held indirectly by Samantha M. Smith?

The filing reports 162,481 FedEx Freight common shares held indirectly through a Family Holding Company and 39,705 shares held indirectly through Family Trusts. These positions arose from conversion of FedEx Corporation shares in the spin-off transaction.

What direct FedEx Freight (FDXF) share holdings does Samantha M. Smith report?

Samantha M. Smith reports 83,791 shares of FedEx Freight common stock held directly as of the reported transaction date. These shares represent converted FedEx Corporation stock linked to the FedEx Freight spin-off rather than new open‑market purchases.

What stock options on FDXF does Samantha M. Smith hold after this Form 4?

Smith holds several Stock Option (Right to Buy) awards on FedEx Freight common stock. Examples include options on 1,016 shares at $88.85 per share expiring in 2035 and 708 shares at $116.36 per share expiring in 2034.

Were Samantha M. Smith’s FedEx Freight (FDXF) options newly granted or converted?

The filing states the options represent prior FedEx Corporation options converted into FedEx Freight options in connection with the spin-off. Footnotes explain these awards now reference FedEx Freight common stock but trace back to original FedEx stock option grants.

Are any of Samantha M. Smith’s FDXF options fully vested and exercisable?

Footnotes indicate some options are fully vested and exercisable, while others vest ratably over four years from their original FedEx grant dates. These vesting terms carried over when the options were converted to FedEx Freight equity awards in the spin‑off.