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FLEX (FLEX) CAO Wendler sells 5,201 shares to cover RSU tax obligations

Filing Impact
(Very High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

FLEX LTD. Chief Accounting Officer Daniel Wendler reported open-market sales of 5,201 Ordinary Shares on June 17–18, 2026, at prices between $141.72 and $146.20. According to the footnotes, these sales were made solely to cover tax withholding obligations tied to the vesting of performance-based restricted share units and RSUs.

Footnotes also indicate Wendler continues to hold unvested RSUs, including 1,480 units vesting in three annual installments beginning on June 11, 2027, 2,242 units vesting on June 12, 2027, and 3,443 units vesting in two annual installments beginning on June 12, 2027.

Positive

  • None.

Negative

  • None.
Insider WENDLER DANIEL
Role Chief Accounting Officer
Sold 5,201 shs ($752K)
Type Security Shares Price Value
Sale Ordinary Shares 806 $144.9779 $117K
Sale Ordinary Shares 488 $145.5292 $71K
Sale Ordinary Shares 17 $146.305 $2K
Sale Ordinary Shares 120 $142.2777 $17K
Sale Ordinary Shares 928 $143.2616 $133K
Sale Ordinary Shares 918 $144.3499 $133K
Sale Ordinary Shares 1,861 $145.2299 $270K
Sale Ordinary Shares 63 $145.9322 $9K
Holdings After Transaction: Ordinary Shares — 38,437 shares (Direct, null)
Footnotes (1)
  1. The sales reported in this Form 4 represent shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of performance-based restricted share units. Price reflects weighted average sales price; actual sales prices ranged from $141.72 to $142.688. The Reporting Person undertakes to provide, upon request by the Commission staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares purchased or sold at each separate price. Price reflects weighted average sales price; actual sales prices ranged from $142.728 to $143.705. The Reporting Person undertakes to provide, upon request by the Commission staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares purchased or sold at each separate price. Price reflects weighted average sales price; actual sales prices ranged from $143.745 to $144.735. The Reporting Person undertakes to provide, upon request by the Commission staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares purchased or sold at each separate price. Price reflects weighted average sales price; actual sales prices ranged from $144.76 to $145.70. The Reporting Person undertakes to provide, upon request by the Commission staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares purchased or sold at each separate price. Price reflects weighted average sales price; actual sales prices ranged from $145.78 to $146.17. The Reporting Person undertakes to provide, upon request by the Commission staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares purchased or sold at each separate price. The sales reported in this Form 4 represent shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of restricted share units ("RSUs"). Price reflects weighted average sales price; actual sales prices ranged from $144.205 to $145.195. The Reporting Person undertakes to provide, upon request by the Commission staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares purchased or sold at each separate price. Price reflects weighted average sales price; actual sales prices ranged from $145.22 to $146.20. The Reporting Person undertakes to provide, upon request by the Commission staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares purchased or sold at each separate price. Includes the following: (1) 1,480 unvested RSUs, which will vest in three equal annual installments beginning on June 11, 2027; (2) 2,242 unvested RSUs, which will vest on June 12, 2027; and (3) 3,443 unvested RSUs, which will vest in two equal annual installments beginning on June 12, 2027. Each unvested RSU represents a contingent right to receive one unrestricted, fully transferable share for each vested RSU which has not been previously forfeited.
Shares sold 5,201 shares Ordinary Shares sold in open-market transactions on June 17–18, 2026
Sale price range $141.72–$146.20 per share Actual trade prices as described in weighted average footnotes
Unvested RSUs (tranche 1) 1,480 RSUs Vest in three equal annual installments beginning on June 11, 2027
Unvested RSUs (tranche 2) 2,242 RSUs Vest on June 12, 2027
Unvested RSUs (tranche 3) 3,443 RSUs Vest in two equal annual installments beginning on June 12, 2027
performance-based restricted share units financial
"shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of performance-based restricted share units"
Performance-based restricted share units are promises to give company stock to employees or executives only if the business hits specified targets, such as revenue, profit or stock performance; think of them as a bonus paid in shares that only vests when certain goals are met. They matter to investors because they align management incentives with shareholder outcomes, can dilute share count when paid out, and reveal how leadership is being rewarded and what milestones the company expects to reach.
restricted share units financial
"shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of restricted share units ("RSUs")"
Restricted share units (RSUs) are a promise from a company to give an employee or service provider actual shares or cash equal to the shares after certain conditions are met, typically staying with the company for a set time or hitting performance targets. Think of them like a time-locked gift card that becomes usable only after you’ve earned it. For investors, RSUs matter because they align employee incentives with company performance and can increase the number of shares outstanding over time, diluting existing ownership and affecting earnings per share.
weighted average sales price financial
"Price reflects weighted average sales price; actual sales prices ranged from"
tax withholding obligations financial
"shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting"
contingent right financial
"Each unvested RSU represents a contingent right to receive one unrestricted, fully transferable share"
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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*
WENDLER DANIEL
(Last)(First)(Middle)
C/O FLEXTRONICS INTERNATIONAL USA, INC.
12515-8 RESEARCH BLVD, SUITE 300
(Street)
AUSTIN TEXAS 78759
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
FLEX LTD. [ FLEX ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Accounting Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/17/2026		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
Ordinary Shares06/17/2026S(1)120D$142.2777(2)43,013D
Ordinary Shares06/17/2026S(1)928D$143.2616(3)42,085D
Ordinary Shares06/17/2026S(1)918D$144.3499(4)41,167D
Ordinary Shares06/17/2026S(1)1,861D$145.2299(5)39,306D
Ordinary Shares06/17/2026S(1)63D$145.9322(6)39,243D
Ordinary Shares06/18/2026S(7)806D$144.9779(8)38,437D
Ordinary Shares06/18/2026S(7)488D$145.5292(9)37,949D
Ordinary Shares06/18/2026S(7)17D$146.30537,932(10)(11)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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. The sales reported in this Form 4 represent shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of performance-based restricted share units.
2. Price reflects weighted average sales price; actual sales prices ranged from $141.72 to $142.688. The Reporting Person undertakes to provide, upon request by the Commission staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares purchased or sold at each separate price.
3. Price reflects weighted average sales price; actual sales prices ranged from $142.728 to $143.705. The Reporting Person undertakes to provide, upon request by the Commission staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares purchased or sold at each separate price.
4. Price reflects weighted average sales price; actual sales prices ranged from $143.745 to $144.735. The Reporting Person undertakes to provide, upon request by the Commission staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares purchased or sold at each separate price.
5. Price reflects weighted average sales price; actual sales prices ranged from $144.76 to $145.70. The Reporting Person undertakes to provide, upon request by the Commission staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares purchased or sold at each separate price.
6. Price reflects weighted average sales price; actual sales prices ranged from $145.78 to $146.17. The Reporting Person undertakes to provide, upon request by the Commission staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares purchased or sold at each separate price.
7. The sales reported in this Form 4 represent shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of restricted share units ("RSUs").
8. Price reflects weighted average sales price; actual sales prices ranged from $144.205 to $145.195. The Reporting Person undertakes to provide, upon request by the Commission staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares purchased or sold at each separate price.
9. Price reflects weighted average sales price; actual sales prices ranged from $145.22 to $146.20. The Reporting Person undertakes to provide, upon request by the Commission staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares purchased or sold at each separate price.
10. Includes the following: (1) 1,480 unvested RSUs, which will vest in three equal annual installments beginning on June 11, 2027; (2) 2,242 unvested RSUs, which will vest on June 12, 2027; and (3) 3,443 unvested RSUs, which will vest in two equal annual installments beginning on June 12, 2027.
11. Each unvested RSU represents a contingent right to receive one unrestricted, fully transferable share for each vested RSU which has not been previously forfeited.
Remarks:
/s/ Daniel Wendler, by Kristine Murphy as attorney-in-fact06/22/2026
** 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 FLEX (FLEX) report for Daniel Wendler?

FLEX reported that Chief Accounting Officer Daniel Wendler sold 5,201 Ordinary Shares in open-market transactions. The filing explains these sales were executed to cover tax withholding obligations related to the vesting of performance-based restricted share units and restricted share units.

At what prices were the FLEX (FLEX) shares sold in Daniel Wendler’s Form 4?

The reported FLEX Ordinary Share sales occurred at weighted average prices with actual trade prices ranging from about $141.72 to $146.20. Footnotes state these are weighted averages and that full price-by-trade details are available upon request from the company or Commission staff.

Why did FLEX (FLEX) officer Daniel Wendler sell shares according to the Form 4?

The Form 4 states that the reported sales were made to cover tax withholding obligations arising from the vesting of performance-based restricted share units and other restricted share units. This characterizes the transactions as tax-related rather than discretionary portfolio sales.

Does Daniel Wendler still hold unvested FLEX (FLEX) RSUs after these sales?

Yes. Footnotes indicate Wendler holds unvested RSUs, including 1,480 units vesting in three annual installments from June 11, 2027, 2,242 units vesting on June 12, 2027, and 3,443 units vesting in two annual installments starting June 12, 2027.

How many FLEX (FLEX) shares did Daniel Wendler sell in total in this Form 4?

Across eight reported transactions, Chief Accounting Officer Daniel Wendler sold a total of 5,201 Ordinary Shares. The filing classifies each as an open-market sale and explains they were conducted to satisfy tax withholding obligations associated with RSU vesting.