[Form 4] Flex Ltd. Insider Trading Activity

Rhea-AI Filing Summary

Filing highlights

On 28 Jul 2025, Flex Ltd. (FLEX) Chief Operating Officer Tan Kwang Hooi filed a Form 4 disclosing the open-market sale of 12,500 ordinary shares at a weighted-average price of $50.25 (Code “S”) through a pre-arranged Rule 10b5-1 trading plan, generating roughly $628 k in proceeds.

After the transaction, the executive directly owns 263,636 shares. This total includes 134,718 unvested RSUs scheduled to vest between Jun-2026 and Sep-2027, each convertible into one share upon vesting. No derivative securities were exercised or disposed of, and no additional insider activity was reported.

Positive

• Officer retains 263,636 shares, preserving strong alignment with shareholders.
• Transaction executed under Rule 10b5-1, reducing perception of opportunistic selling.

Negative

• Insider sale of 12,500 shares (~$628 k) could be viewed as a mild bearish signal.
• No offsetting insider purchases were reported in the same filing period.

Insights

Securities Analyst

TL;DR: Modest 12.5k-share sale; ownership still sizeable—signal neutral.

The COO reduced his direct stake by about 5% of his post-sale holdings, a relatively small portion of total ownership. Execution under a 10b5-1 plan limits concerns about market-timing. Retention of 263k shares plus substantial unvested RSUs indicates continued economic exposure, so the filing has limited valuation impact.

Corporate Governance Expert

TL;DR: Sale follows governance best practice—pre-planned, disclosed.

The use of a Rule 10b5-1 plan aligns with SEC guidance for mitigating insider-trading risk. The disclosure notes detailed vesting schedules, enhancing transparency. No red flags on control or ownership change emerge; therefore, governance impact is neutral.

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
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).

1. Name and Address of Reporting Person^*

Tan Kwang Hooi

(Last) (First) (Middle)

C/O FLEXTRONICS INTERNATIONAL USA, INC.

12515-8 RESEARCH BLVD, SUITE 300

(Street)

AUSTIN TX 78759

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
FLEX LTD. [ FLEX ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
07/28/2025

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
Ordinary Shares	07/28/2025		S(1)		12,500	D	$50.2482(2)	263,636(3)(4)	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. The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan.

2. Price reflects weighted average sales price; actual sales prices ranged from $49.92 to $50.68. 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. Includes the following: (1) 23,981 unvested restricted share units ("RSUs"), which will vest in two equal annual installments beginning on June 12, 2026; (2) 21,964 unvested RSUs, which will vest in three equal annual installments beginning on June 12, 2026; (3) 16,195 unvested RSUs, which will vest on June 14, 2026; and (4) 72,578 unvested RSUs, which will vest on September 25, 2027.

4. 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/ Tan Kwang Hooi, by Kristine Murphy as attorney-in-fact	07/28/2025
	** 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

Why did FLEX's COO sell 12,500 shares?

The sale was executed under a pre-arranged Rule 10b5-1 trading plan, indicating it was scheduled in advance rather than timed opportunistically.

At what price were the FLEX shares sold?

The weighted-average sale price was $50.2482, with individual trades ranging from $49.92 to $50.68.

How many FLEX shares does the COO still own?

After the transaction, Tan Kwang Hooi beneficially owns 263,636 shares, including 134,718 unvested RSUs.

Do the unvested RSUs convert to common shares?

Yes. Each RSU converts into one unrestricted share upon vesting between Jun-2026 and Sep-2027.

Were any derivative securities exercised in this filing?

No. Table II lists no derivative transactions; only the ordinary share sale was reported.