Ryder System (NYSE: R) COO exercises options and sells common shares

Rhea-AI Filing Summary

Ryder System’s President and COO John J. Diez reported multiple equity transactions. On February 25, he exercised stock options for 24,190 shares of common stock at $76.49 per share, converting derivative securities into directly held common shares.

To cover the exercise price or tax obligations, 14,558 common shares were disposed of at $222.70 per share through a tax-withholding transaction. He also executed an open-market sale of 9,632 common shares at $222.20 per share, with a disclosed sale-price range from $221.68 to $222.64. After these transactions, he directly owned 183,810 common shares.

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^*

Diez John J.

(Last) (First) (Middle)

2333 PONCE DE LEON BLVD.

SUITE 700

(Street)

CORAL GABLES FL 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)
	President and COO

3. Date of Earliest Transaction (Month/Day/Year)
02/25/2026

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	02/25/2026		M		24,190	A	$76.49	208,000	D
common stock	02/25/2026		F		14,558	D	$222.7	193,442	D
common stock	02/25/2026		S		9,632	D	$222.2(1)	183,810	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
Stock Option (right to buy)	$76.49	02/25/2026		M			24,190	(2)	02/09/2027	common stock	24,190	$0	0	D

Explanation of Responses:

1. This reflects the weighted average price at which the shares were sold. The sale prices ranged from $221.68 to $222.64. The Reporting Person will provide, upon request by the Commission staff, or a security holder of the issuer, full information regarding the number of shares sold at each price.

2. The stock options vest in three equal installments on February 10, 2018, February 10, 2019 and February 10, 2020.

Remarks:

	/s/ Robert D. Fatovic, by power of attorney	02/26/2026
	** 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 transactions did Ryder (R) President and COO John J. Diez report?

John J. Diez exercised stock options into 24,190 common shares, disposed of 14,558 shares to cover exercise or tax obligations, and sold 9,632 common shares in an open-market transaction, all dated February 25, as part of his equity compensation activity.

How many Ryder (R) shares did John J. Diez acquire through option exercise?

He exercised stock options for 24,190 common shares at an exercise price of $76.49 per share. This transaction converted derivative securities into directly held common stock as part of his long-term incentive compensation arrangements with Ryder System Inc.

How many Ryder (R) shares did John J. Diez dispose of for taxes or exercise costs?

He disposed of 14,558 common shares at $222.70 per share in a tax-withholding transaction. This was reported as payment of the option exercise price or related tax liability by delivering shares instead of using separate cash funds.

How many Ryder (R) shares did John J. Diez sell in the open market?

He sold 9,632 common shares in an open-market transaction at $222.20 per share. A footnote states this is a weighted average price, with individual sale prices ranging from $221.68 to $222.64 across the reported trades.

What is John J. Diez’s Ryder (R) share ownership after these transactions?

Following the February 25 transactions, John J. Diez directly owned 183,810 common shares of Ryder System Inc. This post-transaction figure reflects the option exercise, tax-withholding disposition, and open-market sale reported in the Form 4 filing.

What role does John J. Diez hold at Ryder (R) in this Form 4?

In the reported transactions, John J. Diez is identified as an officer of Ryder System Inc., serving as President and Chief Operating Officer. The Form 4 records equity-related activity tied to his position and compensation package at the company.