[Form 4] Pricesmart Inc Insider Trading Activity

Rhea-AI Filing Summary

David R. Price, an executive and director of PriceSmart Inc. (PSMT), reported a transaction on 08/29/2025. The filing discloses that 183 shares of Common Stock were disposed of at a price of $108.06 each as a result of withholding to satisfy tax obligations upon the vesting of restricted stock. After the reported transaction, Mr. Price directly beneficially owns 48,516 shares and indirectly owns 51,305 shares through the David Price Trust. The Form 4 was signed by the reporting representative on 08/29/2025.

Insights

Securities Analyst

TL;DR: Routine insider withholding transaction; modest share disposition to cover taxes, leaving substantial direct and indirect ownership.

This Form 4 reports a common, administrative transaction: the withholding of 183 vested restricted shares to satisfy tax withholding. The disposal was executed at $108.06 per share on 08/29/2025. Such withholdings typically do not reflect a change in insider sentiment about the company's outlook and are not unusual following vesting events. Post-transaction holdings show continued meaningful insider ownership: 48,516 shares directly and 51,305 indirectly via a trust, which preserves alignment with shareholders.

Corporate Governance Expert

TL;DR: Administrative tax-withholding sale on vesting; disclosure complies with Section 16 reporting requirements.

The filing documents a vesting-related share withholding rather than a discretionary open-market sale, which is an accepted mechanism to meet tax obligations. The report identifies the reporting person as both an officer (EVP & Chief Transformational Officer) and a director. The signature block indicates the filing was executed by an authorized representative on the transaction date. No additional governance or compliance issues are evident from the disclosed information.

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^*

Price David R

(Last) (First) (Middle)

9740 SCRANTON RD

(Street)

SAN DIEGO CA 92121

(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
X	Officer (give title below)		Other (specify below)
	EVP&Chief Transformational Ofc

3. Date of Earliest Transaction (Month/Day/Year)
08/29/2025

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, $0.0001 par value per share	08/29/2025		F		183(1)	D	$108.06	48,516	D
Common Stock, $0.0001 par value per share								51,305	I	By the David Price Trust

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. Represents the withholding of restricted stock to satisfy the reporting person's tax withholding obligation upon the vesting of restricted stock.

Remarks:

	/s/ Gualberto Hernandez	08/29/2025
	** 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 David R. Price report on Form 4 for PSMT?

The filing reports the withholding of 183 vested restricted shares to satisfy tax withholding obligations, executed on 08/29/2025 at $108.06 per share.

How many PSMT shares does David R. Price own after the reported transaction?

After the transaction Mr. Price beneficially owns 48,516 shares directly and 51,305 shares indirectly through the David Price Trust.

What is David R. Price's role at PriceSmart (PSMT)?

The Form 4 lists David R. Price as a Director and an Officer with the title EVP & Chief Transformational Officer.

Was the reported sale an open-market transaction or a withholding to cover taxes?

The Form 4 explicitly states the shares were withheld to satisfy the reporting person's tax withholding obligation upon the vesting of restricted stock.

When was the Form 4 signed and filed?

The signature block shows the filing was executed by the reporting representative on 08/29/2025.