PRICESMART EVP reports small tax share withholding

PRICESMART INC executive Paul Kovaleski reported a small tax-related share disposition.

Rhea-AI Filing Summary

PRICESMART INC executive Paul Kovaleski reported a small tax-related share disposition. On the vesting of restricted stock, 19 shares of common stock were withheld at a value of $162.15 per share to cover his tax withholding obligation. After this non-market transaction, he directly holds 38,655 common shares.

Insider Trade Summary

Exercise Price or Tax Liability: 19 shares

Exercise Price or Tax Liability 1 txn

Insider Kovaleski Paul

Role EVP-Chief Merch. Officer

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Common Stock, $0.0001 par value per share	19	$162.15	$3K

Holdings After Transaction: Common Stock, $0.0001 par value per share — 38,655 shares (Direct)

Footnotes (1)

1. F1. Represents the withholding of restricted stock to satisfy the reporting person's tax withholding obligation upon the vesting of restricted stock.

Key Figures

Shares withheld for taxes: 19 shares Withholding share value: $162.15 per share Shares held after transaction: 38,655 shares

3 metrics

Shares withheld for taxes 19 shares Restricted stock tax withholding on April 24, 2026

Withholding share value $162.15 per share Value used for 19 withheld shares

Shares held after transaction 38,655 shares Direct PRICESMART common stock holdings post-transaction

Key Terms

restricted stock, tax withholding obligation, Common Stock, $0.0001 par value per share

3 terms

restricted stock financial

"upon the vesting of restricted stock."

Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.

tax withholding obligation financial

"to satisfy the reporting person's tax withholding obligation"

Common Stock, $0.0001 par value per share financial

"security_title: "Common Stock, $0.0001 par value per share""

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did PRICESMART (PSMT) executive Paul Kovaleski report in this Form 4?

He reported a small tax-related share disposition. Specifically, 19 shares of PRICESMART common stock were withheld to satisfy tax obligations upon vesting of restricted stock, leaving him with 38,655 shares directly held afterward.

Was the PRICESMART (PSMT) Form 4 transaction an open-market sale?

No, it was not an open-market sale. The 19 shares were withheld by the company to cover Paul Kovaleski’s tax withholding obligation triggered by vesting restricted stock, a routine administrative transaction rather than a discretionary sale in the market.

How many PRICESMART (PSMT) shares does Paul Kovaleski hold after this filing?

After the tax-withholding disposition, he directly holds 38,655 shares of PRICESMART common stock. This figure reflects his position following the withholding of 19 vested restricted shares to satisfy related tax obligations noted in the Form 4.

What does transaction code F mean in the PRICESMART (PSMT) Form 4?

Transaction code F indicates shares delivered or withheld to pay an exercise price or tax liability. In this case, 19 restricted shares were withheld from Paul Kovaleski to meet his tax withholding obligation on vesting, not sold on the open market.

What role does Paul Kovaleski hold at PRICESMART (PSMT)?

He serves as Executive Vice President and Chief Merchandising Officer. The Form 4 shows his insider status and reports the withholding of 19 restricted shares for taxes, after which he directly owns 38,655 PRICESMART common shares.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 04/27/2026 - 05:29 PM EDT Learn about SEC filing dates

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^*

Kovaleski Paul

(Last) (First) (Middle)

9797 AERO DRIVE SUITE 100

(Street)

SAN DIEGO CALIFORNIA 92123

(City) (State) (Zip)

UNITED STATES

(Country)

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

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP-Chief Merch. Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/24/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	04/24/2026		F		19(1)	D	$162.15	38,655	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. 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	04/24/2026
	** 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.
* Form 4: SEC 1474 (03-26)