LKQ CORP (LKQ) CFO has shares withheld to cover RSU taxes

Rhea-AI Filing Summary

LKQ CORP senior vice president and CFO Rick Galloway reported an insider transaction involving company common stock. On this date, 3,511.6 shares were withheld by the company at a price of $32.50 per share to satisfy tax withholding obligations triggered by the vesting of restricted stock units, rather than an open-market sale. After this tax-withholding disposition, Galloway holds a direct stake of 98,107.362 shares of LKQ common stock.

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^*

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)
03/02/2026

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	03/02/2026		F(1)		3,511.6	D	$32.5	98,107.362	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.

Remarks:

	/s/ Matthew J. McKay, Attorney-in-fact	03/04/2026
	** 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).
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FAQ

What insider transaction did LKQ (LKQ) report for Rick Galloway?

LKQ reported that CFO Rick Galloway had 3,511.6 shares of common stock withheld by the company. The withholding covered taxes due upon vesting of restricted stock units, rather than reflecting an open-market sale of shares.

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

No. The Form 4 states the transaction was a tax-withholding disposition. LKQ withheld 3,511.6 shares to pay required taxes when restricted stock units vested, instead of Galloway selling shares in the open market.

How many LKQ (LKQ) shares were involved in the CFO’s tax withholding?

The transaction involved 3,511.6 shares of LKQ common stock. These shares were valued at $32.50 per share for the purpose of satisfying tax withholding obligations tied to vesting restricted stock units.

What is Rick Galloway’s LKQ (LKQ) shareholding after this Form 4?

Following the tax-withholding disposition, Rick Galloway directly holds 98,107.362 shares of LKQ common stock. This figure reflects his remaining ownership after the company withheld shares to cover RSU-related tax obligations.

Why did LKQ (LKQ) withhold shares from its CFO instead of using cash?

According to the Form 4 footnote, LKQ withheld shares to pay the tax amount due when restricted stock units vested. This approach allows the tax obligation to be settled in stock rather than requiring a separate cash payment.