PriceSmart (PSMT) director awarded 1,131 RSUs vesting in 2027

Rhea-AI Filing Summary

PriceSmart Inc. director Hanson Gordon H. reported an award of 1,131 shares of common stock on February 5, 2026. The shares were acquired at a price of $0 per share and increase his directly held beneficial ownership to 8,784 shares.

The 1,131 shares are represented by restricted stock units that vest in full on January 30, 2027, or on the date of PriceSmart’s next annual meeting of stockholders, whichever occurs first. This reflects routine equity-based compensation for a board member rather than an open-market purchase or sale.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Hanson Gordon H.

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock. $0.0001 par value per share	1,131	$0.00	--

Holdings After Transaction: Common Stock. $0.0001 par value per share — 8,784 shares (Direct)

Footnotes (1)

1. [object Object]

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^*

Hanson Gordon H.

(Last) (First) (Middle)

9797 AERO DRIVE SUITE 100

(Street)

SAN DIEGO CA 92123

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
PRICESMART INC [ PSMT ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/05/2026

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. $0.0001 par value per share	02/05/2026		A		1,131(1)	A	$0	8,784	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. These shares are represented by restricted stock units, which vest in full on January 30, 2027 or the date of the issuer's next annual meeting of stockholders, whichever is sooner.

Remarks:

	/s/ Gualberto Hernandez	02/06/2026
	** 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 transaction did PriceSmart (PSMT) director Hanson Gordon report on Form 4?

He reported receiving 1,131 shares of PriceSmart common stock as a stock-based award at a price of $0 per share. The grant was recorded on February 5, 2026, and is structured as restricted stock units for director compensation.

How many PriceSmart (PSMT) shares does Hanson Gordon own after this Form 4 transaction?

After the reported award, Hanson Gordon beneficially owns 8,784 shares of PriceSmart common stock directly. This total includes the 1,131 restricted stock unit shares reported in the filing as acquired on February 5, 2026, at a price of $0 per share.

What type of equity award did the PriceSmart (PSMT) director receive?

He received restricted stock units representing 1,131 shares of PriceSmart common stock. According to the disclosure, these restricted stock units will convert into shares when they vest, providing equity-based compensation rather than immediate cash to the director.

When do Hanson Gordon’s PriceSmart (PSMT) restricted stock units vest?

The 1,131 restricted stock units vest in full on January 30, 2027, or on the date of PriceSmart’s next annual meeting of stockholders, whichever happens sooner. Vesting must occur before the units convert into shares that the director can freely own.

Was there any purchase price for the PriceSmart (PSMT) shares reported on this Form 4?

No cash was paid for these shares; the Form 4 lists the transaction price as $0 per share. The 1,131 shares came through a restricted stock unit award, reflecting non-cash compensation for the director’s service on the company’s board.