LKQ Corp (LKQ) SVP awarded stock units and withholds shares for tax

Rhea-AI Filing Summary

LKQ CORP senior vice president Walter P. Hanley reported equity compensation and related tax withholding transactions. He received a grant of 21,606 shares of common stock as an award of restricted stock units at no cost, and 1,442.37 shares were withheld by the company at $33.09 per share to cover tax obligations upon vesting.

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

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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^*

Hanley Walter P

(Last) (First) (Middle)

C/O LKQ CORPORATION

5846 CROSSINGS BLVD.

(Street)

ANTIOCH TN 37013

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
LKQ CORP [ LKQ ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP - Development & Strategy

3. Date of Earliest Transaction (Month/Day/Year)
02/19/2026

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
Common Stock	02/19/2026		F(1)		1,442.37	D	$33.09	104,968.484	D
Common Stock	02/20/2026		A(2)		21,606	A	$0	126,574.484	D
Common Stock								113,851	I	By reporting person's trust
Common Stock								113,850	I	By wife's 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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. This transaction represents shares withheld by the issuer to pay the tax withholding amount required upon the vesting of restricted stock units.

2. This transaction represents an award of restricted stock units.

Remarks:

	/s/ Matthew J. McKay, Attorney-in-fact	02/23/2026
	** 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.
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FAQ

What insider transactions did LKQ (LKQ) disclose for Walter P. Hanley?

LKQ disclosed that SVP Walter P. Hanley received 21,606 shares of common stock through an award of restricted stock units and had 1,442.37 shares withheld by the company to satisfy tax obligations tied to vesting, according to the Form 4 filing details.

Was the LKQ (LKQ) Form 4 transaction a stock purchase or sale?

The Form 4 for LKQ shows an equity award and a tax-withholding disposition, not an open-market buy or sell. Hanley received 21,606 shares as a restricted stock unit award, while 1,442.37 shares were withheld by the issuer to cover required tax withholding on vesting.

How many LKQ (LKQ) shares were granted to Walter P. Hanley?

Walter P. Hanley was granted 21,606 shares of LKQ common stock as an award of restricted stock units. These shares were received at no cash cost, reflecting equity-based compensation disclosed under transaction code A in the Form 4 filing for the senior executive.

Why were LKQ (LKQ) shares disposed of in Walter P. Hanley’s Form 4?

The disposal reflects 1,442.37 LKQ shares withheld by the issuer at $33.09 per share to pay required tax withholding when restricted stock units vested. This tax-withholding disposition, coded F, is a standard mechanism rather than an open-market sale by the executive.

What does the LKQ (LKQ) Form 4 say about indirect holdings for Walter P. Hanley?

The Form 4 lists indirect ownership of LKQ common stock through a trust for the reporting person and a separate trust for his wife. These lines reflect holdings, not new transactions, and show shares attributed to those trusts as part of his overall reported beneficial ownership.

What role does Walter P. Hanley hold at LKQ (LKQ) in this Form 4?

In this Form 4, Walter P. Hanley is identified as an officer of LKQ, serving as Senior Vice President of Development & Strategy. The filing reports his direct equity award, related tax withholding, and indirect holdings through trusts, as required under insider reporting rules.