Andrew Hamilton Form 4: 3,578.11 LKQ Shares Withheld at $32.24

Rhea-AI Filing Summary

Andrew C. Hamilton, listed as an officer (President of LKQ Europe), reported a transaction on 09/02/2025 related to restricted stock units. The filing shows 3,578.11 shares were withheld by the issuer to satisfy tax withholding obligations upon RSU vesting, recorded at a price of $32.24 per share. After this withholding/disposition, Mr. Hamilton beneficially owns 71,441.298 shares (direct ownership). The Form 4 was signed on behalf of the reporting person by an attorney-in-fact on 09/03/2025. The filing contains no other transactions, amendments, or additional narrative.

Insights

Financial Analyst

TL;DR: Routine RSU tax withholding; no indication of voluntary sale or change in control position.

The Form 4 documents a standard tax-withholding disposition of 3,578.11 shares at $32.24 upon RSU vesting, leaving 71,441.298 shares beneficially owned directly. This is a common administrative transaction that does not reflect a deliberate liquidity event by the officer. There are no derivative transactions or additional sales disclosed that would materially affect outstanding insider ownership percentages.

Corporate Governance Expert

TL;DR: Administrative withholding for tax compliance; disclosure aligns with Section 16 reporting requirements.

The filing clearly states the withholding was performed by the issuer to cover taxes upon RSU vesting (code F(1)) and includes the post-transaction beneficial ownership figure. Documentation appears complete for this single event and was executed via attorney-in-fact, which is permissible. No governance concerns or unexplained related-party transactions are evident from the submitted content.

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^*

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)
09/02/2025

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	09/02/2025		F(1)		3,578.11	D	$32.24	71,441.298	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	09/03/2025
	** 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.

FAQ

What transaction did Andrew C. Hamilton report on Form 4 for LKQ (LKQ)?

The Form 4 reports that 3,578.11 shares were withheld by the issuer to satisfy tax withholding upon RSU vesting on 09/02/2025 at a recorded price of $32.24 per share.

How many LKQ shares does the reporting person beneficially own after the 09/02/2025 transaction?

After the reported withholding/disposition, the reporting person beneficially owns 71,441.298 shares (direct ownership).

What does transaction code F(1) mean on this Form 4?

The filing explicitly explains that this transaction represents shares withheld by the issuer to pay the tax withholding amount required upon the vesting of restricted stock units.

Was the Form 4 signed by the reporting person?

The Form 4 shows a signature by an attorney-in-fact (Matthew J. McKay) dated 09/03/2025, indicating it was filed on the reporting person’s behalf.

Does the filing disclose any option exercises, derivative transactions, or additional disposals?

No. The filing includes only the non-derivative withholding disposition tied to RSU vesting and does not disclose any derivative transactions or other disposals.