LKQ Insider Filing: 912 Shares Withheld for RSU Taxes at $32.24

Rhea-AI Filing Summary

Genevieve L. Dombrowski, SVP - Human Resources at LKQ Corporation, reported a routine insider transaction related to restricted stock unit vesting. The Form 4 shows 912.134 shares were withheld by the issuer to satisfy tax withholding obligations at an indicated price of $32.24 per share. After this withholding, Dombrowski beneficially owns 34,501.256 shares of LKQ common stock in a direct ownership form. The filing states the withholding was to pay taxes on vested restricted stock units, a common administrative step following equity vesting.

Positive

• Transaction is routine and administrative: shares were withheld to cover tax on vested RSUs rather than sold on market
• Disclosure compliance: Reporting of the withholding and resulting beneficial ownership maintains Section 16 transparency

Negative

• None.

Insights

Financial Analyst

TL;DR: Routine tax-withholding on vested RSUs; small share reduction, no change to overall ownership control.

The reported disposal of 912.134 shares reflects shares withheld to cover tax obligations on vested restricted stock units, not an open-market sale. At $32.24 per share, the withholding reduces the reporting person’s direct share count to 34,501.256. This is an administrative equity-management action with limited informational content about company fundamentals or insider sentiment; it does not indicate a deliberate liquidity event or change in strategic ownership.

Corporate Governance Expert

TL;DR: Standard compliance disclosure for Section 16; no governance concerns apparent from the transaction.

The Form 4 documents a common compliance step: issuer withholding shares to satisfy tax-withholding on RSU vesting. The transaction is coded as F(1) and described explicitly as tax withholding. There is no indication of accelerated sales, pledge, or transfer to affiliates, and ownership remains direct. From a governance perspective this is routine and informational for shareholders monitoring insider holdings.

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
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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^*

Dombrowski Genevieve L

(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 -- Human Resources

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)		912.134	D	$32.24	34,501.256	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 did LKQ insider Genevieve Dombrowski report on Form 4 (LKQ)?

The Form 4 reports 912.134 shares withheld to satisfy tax withholding on vested restricted stock units; following the withholding she beneficially owns 34,501.256 shares.

Why were shares marked with transaction code F(1) on the LKQ Form 4?

Code F(1) is used to indicate shares withheld by the issuer to satisfy tax-withholding obligations upon RSU vesting, as stated in the filing.

At what price were the withheld shares recorded in the Form 4 for LKQ?

The filing shows a price of $32.24 per share associated with the withheld 912.134 shares.

Does the Form 4 indicate a sale of LKQ shares by the insider?

No. The filing describes the shares as withheld to pay taxes on vested RSUs, which is an administrative withholding rather than an open-market sale.

What is Genevieve Dombrowski’s role at LKQ as listed on the Form 4?

She is listed as SVP -- Human Resources and the shares are reported in direct beneficial ownership form.