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[Form 4] Flex Ltd. Insider Trading Activity

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

Rhea-AI Filing Summary

Pat Ward, a Flex Ltd. director, was awarded 4,713 restricted share units (RSUs) as part of the company’s annual non-employee director equity award. Each RSU represents the contingent right to receive one unrestricted share upon vesting. The award was recorded with a transaction date of 08/06/2025 and is scheduled to vest in full immediately prior to the issuer’s 2026 annual general meeting. Following the reported transaction, the filing shows 11,602 shares beneficially owned directly, which include the 4,713 unvested RSUs. The report also discloses additional indirect holdings of 25,874 shares and 505 shares held by trusts, indicating a mix of direct and trust-based ownership.

Positive

  • None.

Negative

  • None.

Insights

TL;DR: Routine director equity grant of 4,713 RSUs increases reported direct holdings to 11,602 shares; not likely material to valuation.

The Form 4 documents a standard annual RSU award to a non-employee director, consistent with customary board compensation. The award size (4,713 RSUs) and the full vesting tied to the next annual general meeting are disclosed explicitly. While the grant increases reported direct ownership to 11,602 shares, the transaction appears compensatory rather than indicative of a change in insider view on the business. The presence of material indirect trust holdings (25,874 and 505 shares) is recorded but not unusual for long-term ownership structures.

TL;DR: Governance practice: annual director RSU awards align director and shareholder interests; vesting tied to next AGM is standard.

This filing shows an annual non-employee director award under the company’s equity plan, with RSUs that convert one-for-one into shares upon vesting. Vesting on the date immediately before the next annual general meeting is a common design to retain directors through the governance cycle. The disclosure is clear about direct and indirect holdings, which supports transparency on potential conflicts and alignment. There are no disclosed departures, unusual acceleration clauses, or atypical transaction codes in this filing.

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).
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*
Ward Pat

(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)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
08/06/2025
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 08/06/2025 A 4,713(1) A $0 11,602(2) D
Ordinary Shares 25,874 I By Trust
Ordinary Shares 505 I ByTrust
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. On August 6, 2025, the Reporting Person was awarded a total of 4,713 restricted share units ("RSUs") pursuant to the terms of the annual equity award to Non-Employee Directors under the Issuer's Amended and Restated 2017 Equity Incentive Plan as more fully described in the section titled "Fiscal Year 2025 Non-Employee Directors' Compensation" beginning on page 24 of the Issuer's Proxy Statement filed with the SEC on June 24, 2025. Each RSU represents a contingent right to receive one unrestricted, fully transferable share for each vested RSU which has not previously forfeited. The award shall vest in full on the date immediately prior to the date of Issuer's 2026 annual general meeting.
2. Includes 4,713 unvested RSUs, which vest in full on the date immediately prior to the date of Issuer's 2026 annual general meeting. Each unvested RSU represents a contingent right to receive one unrestricted, fully transferrable share for each vested RSU which has not been previously forfeited.
Remarks:
/s/ Pat Ward, by Kristine Murphy as attorney-in-fact 08/07/2025
** 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

What did Pat Ward acquire according to the Form 4 filing for FLEX?

The filing shows Pat Ward was awarded 4,713 restricted share units (RSUs), each representing a contingent right to one share upon vesting.

When do the 4,713 RSUs awarded to Pat Ward vest?

The RSUs are scheduled to vest in full immediately prior to the issuer’s 2026 annual general meeting.

How many shares does Pat Ward beneficially own after the reported transaction?

The Form 4 reports 11,602 shares beneficially owned directly following the reported transaction, which includes the 4,713 unvested RSUs.

Does the filing disclose any indirect holdings for Pat Ward (FLEX)?

Yes; the filing discloses indirect holdings of 25,874 shares and 505 shares held by trusts.

Under what plan were the RSUs awarded to Pat Ward granted?

The award was granted pursuant to the issuer’s Amended and Restated 2017 Equity Incentive Plan as described in the proxy materials.
Flex Ltd

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20.45B
367.03M
0.72%
103.59%
2.34%
Electronic Components
Printed Circuit Boards
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United States
AUSTIN