Ryder (NYSE: R) EVP gets 1,471 TVRSRs, 170 shares withheld for taxes

Filing Impact

(Neutral)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

Ryder executive Regan Thomas Michael reported equity compensation and related tax withholding transactions in Ryder common stock. On February 6, 2026, he received 1,471 time-based restricted stock rights (TVRSRs) at $0 per share, which vest ratably over three years, bringing his direct holdings to 9,236 shares.

On February 7, 2026, 170 shares of common stock at $217.5 per share were withheld by the company to cover taxes due upon vesting of earlier TVRSRs granted on February 7, 2025, leaving him with 9,066 directly owned shares.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Regan Thomas Michael

Role EVP of DTS

Type	Security	Shares	Price	Value
Tax Withholding	common stock	170	$217.50	$37K
Grant/Award	common stock	1,471	$0.00	--

Holdings After Transaction: common stock — 9,066 shares (Direct)

Footnotes (1)

Represents time-based restricted stock rights (TVRSRs) granted to the reporting person by the Company, which vest ratably over a term of three years. Represents shares of common stock withheld by the Company for the payment of taxes due upon the vesting of TVRSRs granted to the reporting person on February 7, 2025.

Form 4 Insider Transactions: What Each Field Means →

02/10/2026 - 07:00 PM

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^*

Regan Thomas Michael

(Last)

(First)

(Middle)

2333 PONCE DE LEON BLVD.

SUITE 700

(Street)

CORAL GABLES

33134

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
RYDER SYSTEM INC [ R ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/06/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
common stock	02/06/2026		A		1,471⁽¹⁾	A	$0	9,236	D
common stock	02/07/2026		F		170⁽²⁾	D	$217.5	9,066	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Represents time-based restricted stock rights (TVRSRs) granted to the reporting person by the Company, which vest ratably over a term of three years.

2. Represents shares of common stock withheld by the Company for the payment of taxes due upon the vesting of TVRSRs granted to the reporting person on February 7, 2025.

Remarks:

	/s/ Robert D. Fatovic by power of attorney	02/10/2026
	** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did Ryder (R) EVP Regan Thomas Michael report?

Regan Thomas Michael reported a grant of 1,471 time-based restricted stock rights and the withholding of 170 Ryder common shares for taxes. These transactions reflect routine equity compensation and related tax settlement rather than open-market buying or selling activity.

How many Ryder (R) shares does Regan Thomas Michael own after these transactions?

After the reported transactions, Regan Thomas Michael directly owns 9,066 Ryder common shares. This figure reflects the 1,471 restricted stock rights granted and the 170 shares withheld for taxes in connection with vesting of earlier time-based restricted stock rights.

What was the nature of the 1,471 Ryder (R) shares granted to Regan Thomas Michael?

The 1,471 units represent time-based restricted stock rights (TVRSRs) granted at $0 per share. They vest ratably over three years, meaning portions of the award convert into common stock over time as continued service conditions are met.

Why were 170 Ryder (R) shares withheld from Regan Thomas Michael?

The 170 Ryder shares were withheld by the company at $217.5 per share to pay taxes due when prior time-based restricted stock rights vested. This is a common mechanism to satisfy withholding obligations without requiring separate cash payments.

Are Regan Thomas Michael’s Ryder (R) transactions direct or through another entity?

Both reported transactions involve directly held Ryder common stock, with ownership listed as “D” for direct. The filing and accompanying footnotes do not indicate any trusts, partnerships, or other entities holding these particular shares on his behalf.

What role does Regan Thomas Michael hold at Ryder (R)?

Regan Thomas Michael serves as an officer of Ryder with the title Executive Vice President of DTS. His position makes him a reporting person under Section 16, requiring public disclosure of his equity awards and related share transactions in Ryder stock.