LKQ (LKQ) Europe president granted RSUs, shares withheld for taxes

Rhea-AI Filing Summary

LKQ CORP executive Andrew C. Hamilton, President of LKQ Europe, reported two equity-related transactions in company common stock. On February 20, 2026, he acquired 25,507 shares through an award of restricted stock units valued at $33.325 per share. On February 19, 2026, 1,613.510 shares at $33.09 per share were withheld by LKQ to cover tax obligations upon RSU vesting, a disposition for tax withholding rather than an open-market sale.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Hamilton Andrew C

Role President of LKQ Europe

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	25,507	$33.325	$850K
Tax Withholding	Common Stock	1,613.51	$33.09	$53K

Holdings After Transaction: Common Stock — 95,252.538 shares (Direct)

Footnotes (1)

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

Form 4 Insider Transactions: What Each Field Means →

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^*

Hamilton Andrew C

(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)
	President of LKQ Europe

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)		1,613.51	D	$33.09	69,745.538	D
Common Stock	02/20/2026		A(2)		25,507	A	$33.325	95,252.538	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. 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.
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 insider transactions did LKQ (LKQ) report for Andrew C. Hamilton?

Andrew C. Hamilton reported an RSU award and tax withholding. He received 25,507 restricted stock units on common stock, and 1,613.510 shares were withheld by LKQ to cover tax liabilities tied to vesting, rather than sold in the open market.

Was the LKQ (LKQ) insider transaction an open-market buy or sell?

The reported LKQ transactions were not open-market trades. Hamilton received 25,507 shares as a restricted stock unit award, while 1,613.510 shares were withheld by LKQ solely to satisfy tax withholding obligations on RSU vesting.

How many LKQ (LKQ) shares did Andrew C. Hamilton acquire through awards?

Hamilton acquired 25,507 LKQ shares via an equity award. The filing describes this as an award of restricted stock units with a value of $33.325 per share, increasing his direct ownership through stock-based compensation rather than open-market purchases.

Why were 1,613.510 LKQ (LKQ) shares disposed of in Hamilton’s Form 4?

The 1,613.510 shares were withheld for taxes, not sold. LKQ retained these shares to pay the tax withholding amount required when Hamilton’s restricted stock units vested, which is a standard equity compensation mechanism.

What do the transaction codes A and F mean in the LKQ (LKQ) Form 4?

Code A indicates an equity award; code F indicates tax withholding. Hamilton’s 25,507-share grant used code A for an RSU award, while the 1,613.510-share disposition used code F for shares withheld to cover tax liabilities.

What role does Andrew C. Hamilton hold at LKQ (LKQ) in this filing?

Hamilton is identified as President of LKQ Europe. The Form 4 shows him as an officer of LKQ CORP, and the reported transactions relate to his compensation in the form of restricted stock units and associated tax withholding.