STOCK TITAN

Flex (FLEX) CEO sells 83,500 shares in Rule 10b5-1 trading plan

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

Rhea-AI Filing Summary

FLEX LTD. Chief Executive Officer Revathi Advaithi reported open-market sales of 83,500 Ordinary Shares on May 22, 2026, executed in multiple tranches at weighted average prices between roughly $128.73 and $134.159 per share. These sales were made pursuant to a pre-arranged Rule 10b5-1(c) trading plan adopted on February 20, 2026. Following the transactions, she directly holds 605,522 Ordinary Shares and indirectly holds 815,262 Ordinary Shares through a grantor retained annuity trust. Footnotes also show significant unvested restricted share units scheduled to vest in stages beginning in June 2026.

Positive

  • None.

Negative

  • None.

Insights

Flex’s CEO sold 83,500 shares under a pre-set Rule 10b5-1 plan, while retaining large equity exposure.

The filing shows Revathi Advaithi, CEO of FLEX LTD., executed open-market sales totaling 83,500 Ordinary Shares on May 22, 2026. Tranche prices used weighted averages around $129–$134 per share, indicating orderly execution across a trading range.

A key detail is that the sales occurred under a Rule 10b5-1(c) trading plan adopted on February 20, 2026, suggesting they were scheduled in advance rather than timed opportunistically. After these transactions, she still holds 605,522 shares directly and 815,262 shares indirectly via a GRAT, plus substantial unvested RSUs that begin vesting in June 2026.

This pattern aligns with routine diversification or liquidity management by a senior executive with a large equity stake. The absence of option exercises or derivative activity in the derivativeSummary, combined with continued sizeable holdings and unvested RSUs, points to an ongoing long-term alignment with shareholder outcomes rather than a full exit.

Insider Advaithi Revathi
Role Chief Executive Officer
Sold 83,500 shs ($11.09M)
Type Security Shares Price Value
Sale Ordinary Shares 2,644 $129.1839 $342K
Sale Ordinary Shares 2,797 $130.3008 $364K
Sale Ordinary Shares 1,360 $131.2026 $178K
Sale Ordinary Shares 20,327 $132.5661 $2.69M
Sale Ordinary Shares 54,701 $133.2979 $7.29M
Sale Ordinary Shares 1,671 $134.0329 $224K
holding Ordinary Shares -- -- --
Holdings After Transaction: Ordinary Shares — 686,378 shares (Direct, null); Ordinary Shares — 815,262 shares (Indirect, By GRAT)
Footnotes (1)
  1. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1(c) trading plan adopted by the Reporting Person on February 20, 2026. Price reflects weighted average sales price; actual sales prices ranged from $128.73 to $129.578. 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 $129.762 to $130.76. 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 $130.83 to $131.77. 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 $131.84 to $132.838. 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 $132.84 to $133.829. 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 $133.84 to $134.159. 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) 109,478 unvested restricted share units ("RSUs"), which will vest in two equal annual installments beginning on June 12, 2026; (2) 94,675 unvested RSUs, which will vest in three equal annual installments beginning on June 12, 2026; and (3) 85,021 unvested RSUs, which will vest on June 14, 2026. 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 held by a grantor retained annuity trust ("GRAT") of which the reporting person is the trustee.
Shares sold 83,500 shares Total Ordinary Shares sold on May 22, 2026
Sale price range (low) $128.73/share Lowest end of disclosed sale price range
Sale price range (high) $134.159/share Highest end of disclosed sale price range
Direct holdings after sale 605,522 shares Ordinary Shares held directly following transactions
Indirect GRAT holdings 815,262 shares Ordinary Shares held via a grantor retained annuity trust
Unvested RSUs (2-year schedule) 109,478 RSUs Unvested RSUs vesting in two equal annual installments from June 12, 2026
Unvested RSUs (3-year schedule) 94,675 RSUs Unvested RSUs vesting in three equal annual installments from June 12, 2026
Unvested RSUs (cliff vest) 85,021 RSUs Unvested RSUs vesting on June 14, 2026
Rule 10b5-1(c) trading plan regulatory
"The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1(c) trading plan adopted by the Reporting Person on February 20, 2026."
A Rule 10b5-1(c) trading plan is a legally defined, pre-set schedule that lets company insiders automatically buy or sell stock at specified times or under set formulas when they are not in possession of undisclosed, sensitive information. Think of it like an automatic payment plan for trades: because the instructions are written in advance, trades under the plan help protect insiders from allegations of trading on secret information and give investors clearer expectations about when insiders will transact, which can affect liquidity and perceived transparency.
grantor retained annuity trust ("GRAT") financial
"Shares held by a grantor retained annuity trust ("GRAT") of which the reporting person is the trustee."
restricted share units ("RSUs") financial
"Includes the following: (1) 109,478 unvested restricted share units ("RSUs"), which will vest in two equal annual installments..."
weighted average sales price financial
"Price reflects weighted average sales price; actual sales prices ranged from $128.73 to $129.578."
contingent right financial
"Each unvested RSU represents a contingent right to receive one unrestricted, fully transferable share for each vested RSU..."
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).
X
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*
Advaithi Revathi

(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)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Chief Executive Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/22/2026
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 Shares05/22/2026S(1)2,644D$129.1839(2)686,378D
Ordinary Shares05/22/2026S(1)2,797D$130.3008(3)683,581D
Ordinary Shares05/22/2026S(1)1,360D$131.2026(4)682,221D
Ordinary Shares05/22/2026S(1)20,327D$132.5661(5)661,894D
Ordinary Shares05/22/2026S(1)54,701D$133.2979(6)607,193D
Ordinary Shares05/22/2026S(1)1,671D$134.0329(7)605,522(8)(9)D
Ordinary Shares815,262(10)IBy GRAT
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 were effected pursuant to a Rule 10b5-1(c) trading plan adopted by the Reporting Person on February 20, 2026.
2. Price reflects weighted average sales price; actual sales prices ranged from $128.73 to $129.578. 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 $129.762 to $130.76. 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 $130.83 to $131.77. 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 $131.84 to $132.838. 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 $132.84 to $133.829. 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. Price reflects weighted average sales price; actual sales prices ranged from $133.84 to $134.159. 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.
8. Includes the following: (1) 109,478 unvested restricted share units ("RSUs"), which will vest in two equal annual installments beginning on June 12, 2026; (2) 94,675 unvested RSUs, which will vest in three equal annual installments beginning on June 12, 2026; and (3) 85,021 unvested RSUs, which will vest on June 14, 2026.
9. Each unvested RSU represents a contingent right to receive one unrestricted, fully transferable share for each vested RSU which has not been previously forfeited.
10. Shares held by a grantor retained annuity trust ("GRAT") of which the reporting person is the trustee.
Remarks:
/s/ Revathi Advaithi, by Kristine Murphy as attorney-in-fact05/26/2026
** 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 did FLEX (FLEX) CEO Revathi Advaithi report in this Form 4?

She reported selling 83,500 Ordinary Shares of FLEX LTD. on May 22, 2026 in multiple open-market transactions. Prices were based on weighted averages around $129–$134 per share, and the activity reduced but did not eliminate her shareholdings.

At what prices did the FLEX CEO sell shares according to this Form 4?

The reported tranches used weighted average sales prices between about $128.73 and $134.159 per share. Footnotes note narrower price ranges for each block and state that detailed trade-level pricing is available to regulators, the issuer, or shareholders upon request.

Was the FLEX CEO’s share sale discretionary or under a Rule 10b5-1 plan?

The filing states the sales were made under a Rule 10b5-1(c) trading plan adopted on February 20, 2026. Such plans pre-schedule trades, indicating these dispositions were planned in advance rather than newly decided based on short-term market conditions.

How many FLEX shares does Revathi Advaithi hold after these transactions?

After the reported sales, she holds 605,522 Ordinary Shares directly. She also indirectly holds 815,262 Ordinary Shares through a grantor retained annuity trust (GRAT), where she serves as trustee, maintaining substantial overall equity exposure to FLEX LTD.

What future equity does the FLEX CEO have through unvested RSUs?

Footnotes list 109,478 unvested RSUs vesting in two annual installments from June 12, 2026, 94,675 unvested RSUs vesting in three annual installments from that date, and 85,021 unvested RSUs vesting on June 14, 2026, each delivering one share per vested unit.

What does the GRAT mentioned in the FLEX Form 4 hold?

The filing states that 815,262 Ordinary Shares are held by a grantor retained annuity trust (GRAT) for which Revathi Advaithi is trustee. This means a significant portion of her FLEX exposure is structured through this estate-planning vehicle rather than held solely in her name.