PriceSmart (PSMT) 10% owner boosts stake with 12,770 more shares

Rhea-AI Filing Summary

PriceSmart Inc. large shareholder Price Philanthropies Foundation reported a change in its holdings. On 01/28/2026 it acquired 12,770 shares of PriceSmart common stock at a reported price of $0 per share. After this transaction, it directly owns 2,846,525 shares of common stock.

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^*

Price Philanthropies Foundation

(Last) (First) (Middle)

7777 FAY AVE., STE. 300

(Street)

LA JOLLA CA 92037

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
01/28/2026

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	01/28/2026		G		12,770	A	$0	2,846,525	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:

	/s/ Jeff Fisher, Chief Financial Officer	01/28/2026
	** 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 insider transaction did Price Philanthropies report for PriceSmart (PSMT)?

Price Philanthropies Foundation reported acquiring 12,770 PriceSmart shares. The Form 4 shows a transaction on 01/28/2026 in common stock at a reported price of $0 per share, increasing its directly held position in the company.

How many PriceSmart (PSMT) shares does Price Philanthropies own after this Form 4?

After the reported transaction, the foundation holds 2,846,525 shares. The Form 4 lists this as the amount of PriceSmart common stock beneficially owned following the 12,770-share acquisition on 01/28/2026, held in direct ownership form.

What type of security was involved in the latest PriceSmart (PSMT) Form 4?

The transaction involved PriceSmart common stock only. Table I of the Form 4 reports a single non-derivative transaction in common stock, with no derivative securities reported in Table II for this filing.

Is Price Philanthropies Foundation considered a 10% owner of PriceSmart (PSMT)?

Yes, Price Philanthropies Foundation is reported as a 10% owner. In the relationship section, the box for 10% owner is checked, indicating it beneficially owns at least ten percent of PriceSmart’s registered class of equity securities.

Was the PriceSmart (PSMT) insider transaction reported as directly owned shares?

Yes, the holdings are reported as directly owned. The Form 4 lists ownership form for the 2,846,525 PriceSmart common shares as “D” for direct, with no nature of indirect beneficial ownership described.