LKQ (NASDAQ: LKQ) CFO gets stock award and withholds shares for tax

Rhea-AI Filing Summary

LKQ CORP Senior Vice President and CFO Rick Galloway reported two stock-related transactions. On February 20, 2026, he acquired 29,258 shares of common stock as a restricted stock unit award at a price of $33.325 per share, bringing his direct holdings to 101,618.962 shares. On February 19, 2026, 1,575.080 shares at $33.09 per share were withheld by the company to cover tax obligations upon vesting of restricted stock units, a non‑open‑market, tax‑withholding disposition.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Galloway Rick

Role SVP and CFO

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	29,258	$33.325	$975K
Tax Withholding	Common Stock	1,575.08	$33.09	$52K

Holdings After Transaction: Common Stock — 101,618.962 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^*

Galloway Rick

(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 and CFO

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)		1,575.08	D	$33.09	72,360.962	D
Common Stock	02/20/2026		A(2)		29,258	A	$33.325	101,618.962	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) CFO Rick Galloway report?

Rick Galloway reported receiving a restricted stock unit award of 29,258 LKQ common shares and a separate withholding of 1,575.080 shares for taxes. Both transactions involve equity compensation rather than open-market buying or selling.

Was the LKQ (LKQ) CFO’s Form 4 transaction an open-market stock purchase or sale?

The filing shows no open-market trade. Galloway received 29,258 shares as a restricted stock unit award and had 1,575.080 shares withheld to cover tax obligations upon vesting, which is a non-market tax-withholding disposition.

How many LKQ (LKQ) shares does CFO Rick Galloway hold after these transactions?

After the February 20, 2026 restricted stock unit award, Galloway directly holds 101,618.962 LKQ common shares. This figure reflects his updated direct ownership following the equity compensation grant reported in the Form 4 filing.

What does the 29,258-share award to LKQ (LKQ) CFO represent?

The 29,258 shares represent an award of restricted stock units to Galloway at a price of $33.325 per share. Restricted stock units are equity compensation that typically vest over time, aligning executive incentives with shareholder interests.

Why were 1,575.080 LKQ (LKQ) shares disposed of in the Form 4?

The 1,575.080 shares were withheld by LKQ at $33.09 per share to pay required tax withholding upon vesting of restricted stock units. This tax-withholding disposition does not represent a discretionary open-market sale by the CFO.