LOW Form 4: Executive Exercises Options and Disposes 43,810 Shares

Rhea-AI Filing Summary

Joseph M. McFarland III, Executive Vice President, Stores at Lowe's Companies, executed option exercises and concurrent open-market sales on 09/11/2025. He exercised 43,810 non-qualified stock options at an exercise price of $114.07 per share, generating 43,810 common shares. Those shares were sold the same day in two transactions: 41,590 shares at a weighted average price of $272.5651 and 2,220 shares at a weighted average price of $273.1789, for a total of 43,810 shares disposed. After the transactions, Mr. McFarland beneficially owns 66,566 shares of Lowe's common stock and holds 0 outstanding options from the exercised grant. The Form 4 was signed by power of attorney on 09/12/2025.

Positive

• Exercise and sale fully disclosed: The Form 4 reports exercise of 43,810 options and matching dispositions with weighted-average prices, providing transparency.
• Realized gain evident: Exercise price $114.07 vs sale prices near $272.56–$273.18, indicating significant cash proceeds from the transactions.
• Post-transaction ownership reported: The filer still beneficially owns 66,566 common shares after the trades.

Negative

• Insider selling: All 43,810 shares acquired via exercise were sold the same day, which some investors interpret as reduced insider exposure.
• No per-price breakdown in the table: The filing uses weighted-average sale prices and relies on explanatory footnotes rather than listing each execution price inline (though per-price details are offered upon request).

Insights

Securities Analyst

TL;DR: Insider exercised options and sold all resulting shares the same day; remaining ownership is 66,566 shares.

The filing shows a routine management option exercise followed by same-day dispositions of the 43,810 shares acquired. The exercise price of $114.07 versus sale prices near $272.56–$273.18 implies a significant realized gain on the exercised grant. Post-transaction beneficial ownership is explicit at 66,566 shares and the filing reports 0 remaining shares under that option grant. This is a standard liquidity event for an executive and does not, by itself, disclose changes to control or additional compensatory arrangements.

Corporate Governance Expert

TL;DR: Transaction appears compliant and routine: option vesting, exercise, and contemporaneous sale documented.

The Form 4 identifies vesting history for the option (vested in three annual installments beginning 10/01/2019) and discloses weighted-average sale prices with explanatory footnotes for multi-price executions. The signature by POA is included. From a governance and disclosure perspective, the filing provides required transaction detail and the reporter undertakes to provide per-price breakdowns on request, satisfying disclosure norms under Section 16.

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^*

McFarland Joseph Michael

(Last) (First) (Middle)

1000 LOWES BOULEVARD

(Street)

MOORESVILLE NC 28117

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
LOWES COMPANIES INC [ LOW ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Stores

3. Date of Earliest Transaction (Month/Day/Year)
09/11/2025

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	09/11/2025		M		43,810	A	$114.07	110,376	D
Common Stock	09/11/2025		S		41,590	D	$272.5651(1)	68,786	D
Common Stock	09/11/2025		S		2,220	D	$273.1789(2)	66,566	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
Non-Qualified Stock Option (right to buy)	$114.07	09/11/2025		M			43,810	(3)	10/01/2028	Common Stock	43,810	$0	0	D

Explanation of Responses:

1. This transaction was executed at multiple prices ranging from $272.10 to $273.09. The price reported above reflects the weighted average purchase price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each separate price.

2. This transaction was executed at multiple prices ranging from $273.105 to $273.33. The price reported above reflects the weighted average purchase price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each separate price.

3. The option vested in three annual installments beginning on October 1, 2019.

Remarks:

	By: /s/ Sandra Felton by power of attorney for: Joseph M. McFarland III	09/12/2025
	** 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 Joseph M. McFarland III report on the Form 4 for LOW?

He reported exercising 43,810 non-qualified stock options at $114.07 and selling the resulting 43,810 shares on 09/11/2025.

At what prices were the shares sold according to the filing?

The filing reports weighted-average sale prices of $272.5651 for 41,590 shares and $273.1789 for 2,220 shares, with footnotes indicating executions across multiple prices.

How many Lowe's shares does the reporting person own after the transactions?

The Form 4 shows the reporting person beneficially owns 66,566 shares following the reported transactions.

Are there any outstanding options from the exercised grant after this transaction?

No; the filing shows 0 derivative securities from that grant remain beneficially owned after the transactions.

When did the option vest originally?

The filing states the option vested in three annual installments beginning on October 1, 2019.