What is David Offer's total FLEX share ownership after the June 17, 2025 transactions?

Following the transactions, David Offer beneficially owns 148,643 shares held directly and 61,242 shares held indirectly through a trust, for a total of 209,885 FLEX shares.

Flex Executive's Stock Sale Tied to RSU Tax Coverage, Retains Large Position

Q: What was the purpose of David Offer's FLEX share sales on June 17, 2025?

The sales were specifically made to cover tax withholding obligations in connection with the vesting of restricted share units (RSUs), as stated in the filing's explanatory notes.

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Flex Ltd (FLEX) EVP and General Counsel David Scott Offer reported insider transactions on June 17, 2025. The executive sold a total of 6,887 ordinary shares in two transactions:

6,521 shares at weighted average price of $44.97 (range: $44.58-$45.48)
366 shares at weighted average price of $45.70 (range: $45.60-$45.75)

The sales were specifically to cover tax withholding obligations related to vesting restricted share units (RSUs). Following these transactions, Offer holds 148,643 shares directly and 61,242 shares indirectly through a trust. His direct holdings include 53,413 unvested RSUs with various vesting schedules through 2026, comprising:

18,768 RSUs vesting in two annual installments from June 2026
20,071 RSUs vesting in three annual installments from June 2026
14,574 RSUs vesting in June 2026

Insider Trade Summary

Net Seller: 6,887 shares ($310,004)

Net Sell 3 txns

Insider OFFER DAVID SCOTT

Role EVP, General Counsel

Sold 6,887 shs ($310K)

Type	Security	Shares	Price	Value
Sale	Ordinary Shares	6,521	$44.9741	$293K
Sale	Ordinary Shares	366	$45.7047	$17K
holding	Ordinary Shares	--	--	--

Holdings After Transaction: Ordinary Shares — 149,009 shares (Direct); Ordinary Shares — 61,242 shares (Indirect, By Trust)

Footnotes (1)

The sales reported in this Form 4 represents 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 $44.579 to $45.48. 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 $45.598 to $45.75. 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) 18,768 unvested RSUs, which will vest in two equal annual installments beginning on June 12, 2026; (2) 20,071 unvested RSUs, which will vest in three equal annual installments beginning on June 12, 2026; and (3) 14,574 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.

Form 4 Insider Transactions: What Each Field Means →

06/20/2025 - 09:03 PM

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^*

OFFER DAVID SCOTT

(Last)

(First)

(Middle)

C/O FLEXTRONICS INTERNATIONAL USA, INC.

12515-8 RESEARCH BLVD, SUITE 300

(Street)

AUSTIN

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)
	EVP, General Counsel

3. Date of Earliest Transaction (Month/Day/Year)
06/17/2025

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Ordinary Shares	06/17/2025		S⁽¹⁾		6,521	D	$44.9741⁽²⁾	149,009	D
Ordinary Shares	06/17/2025		S⁽¹⁾		366	D	$45.7047⁽³⁾	148,643⁽⁴⁾⁽⁵⁾	D
Ordinary Shares								61,242	I	By Trust

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. The sales reported in this Form 4 represents shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of restricted share units ("RSUs").

2. Price reflects weighted average sales price; actual sales prices ranged from $44.579 to $45.48. 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 $45.598 to $45.75. 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. Includes the following: (1) 18,768 unvested RSUs, which will vest in two equal annual installments beginning on June 12, 2026; (2) 20,071 unvested RSUs, which will vest in three equal annual installments beginning on June 12, 2026; and (3) 14,574 unvested RSUs, which will vest on June 14, 2026.

5. 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/ David Scott Offer, by Kristine Murphy as attorney-in-fact	06/20/2025
	** 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.

Source: View Original Filing on SEC EDGAR

FAQ

How many FLEX shares did EVP David Offer sell on June 17, 2025?

David Offer sold a total of 6,887 FLEX shares on June 17, 2025, consisting of 6,521 shares at an average price of $44.9741 and 366 shares at an average price of $45.7047. These sales were made to cover tax withholding obligations related to vesting RSUs.

What is the current position of David Offer at FLEX?

David Scott Offer serves as Executive Vice President and General Counsel at FLEX Ltd.

How many unvested RSUs does David Offer hold at FLEX?

David Offer holds a total of 53,413 unvested RSUs, broken down as: 18,768 RSUs vesting in two annual installments from June 12, 2026; 20,071 RSUs vesting in three annual installments from June 12, 2026; and 14,574 RSUs vesting on June 14, 2026.