Ross Stores CEO sells 49K shares at $229

Ross Stores’ CEO reported a sizeable stock sale and related share-withholding, while retaining performance-based PRSUs tied to 51,164 shares.

Available on EDGAR 09/15/2026 - 05:25 PM EDT Accepted by SEC EDGAR 09/15/2026 - 05:25 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

ROSS STORES, INC. (ROST) reported that Chief Executive Officer and director James Grant Conroy sold company common stock and reported equity awards activity. On September 14, 2026, he sold 49,205 shares of common stock at a weighted average price of $229.4843 per share, with individual sale prices ranging from $228.55 to $230.51. On September 11, 2026, 41,372 shares of common stock were delivered or withheld for payment of exercise price or tax liability. As of that date, he also held PRSUs representing 51,164 underlying shares of common stock.

Insider Trade Summary

Net Seller: 49,205 shares

Net Sell 2 txns

Insider Conroy James Grant

Role CHIEF EXECUTIVE OFFICER

Sold 49,205 shs ($11.29M)

Share of Position Sold 26.8%

Type	Security	Shares	Price	Value
Sale	COMMON STOCK F1	49,205	$229.4843	$11.29M
Exercise Price or Tax Liability	COMMON STOCK	41,372	$230.74	$9.55M
Holding	PRSU F2	--	--	--

Holdings After Transaction: COMMON STOCK — 134,349 shares (Direct); PRSU — 51,164 contracts (Direct)

Holdings Before and After: COMMON STOCK, 224,926 to 134,349 shares (Direct)

Other Insiders: 1 other insider reported open-market sales of this stock in the 30 days up to this filing.

Footnotes (2)

1. F1. The price reported is a weighted average price. The shares were sold in multiple transactions at prices ranging from $228.55 to $230.51, inclusive. The reporting person undertakes to provide to Ross Stores, Inc. and to the staff of the Securities and Exchange Commission upon request, full information regarding the numbers of shares sold at each separate price within this price range.
2. F2. Each PRSU represents a contingent right to receive an equivalent number of shares of issuer common stock. Grants awarded pursuant to Rule 16b-3(d).

Key Figures

Shares sold: 49,205 shares Weighted average sale price: $229.4843 per share Sale price range: $228.55–$230.51 per share +3 more

6 metrics

Shares sold 49,205 shares Common stock sale by CEO on September 14, 2026

Weighted average sale price $229.4843 per share Common stock sold on September 14, 2026

Sale price range $228.55–$230.51 per share Price range for September 14, 2026 sale transactions

Shares delivered/withheld 41,372 shares Code F transaction for exercise price or tax liability on September 11, 2026

Code F transaction price $230.74 per share Shares delivered or withheld on September 11, 2026

Underlying shares in PRSUs 51,164 shares PRSUs held directly, each representing one share of common stock

Key Terms

weighted average price, PRSU, contingent right, Rule 16b-3(d)

4 terms

weighted average price financial

"The price reported is a weighted average price."

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

PRSU financial

"Each PRSU represents a contingent right to receive an equivalent number"

contingent right financial

"Each PRSU represents a contingent right to receive an equivalent number"

Rule 16b-3(d) regulatory

"Grants awarded pursuant to Rule 16b-3(d)."

Rule 16b-3(d) is a narrow SEC safe-harbor that shields company insiders (officers, directors and large shareholders) from liability for short‑swing profits when their buys or sells of company stock are made under a pre-established, written plan or contract that removes the insider’s ability to time trades. For investors, this matters because it permits predictable, automated insider transactions — like scheduled sales for diversification or payroll withholding — without triggering forced disgorgement, so such planned trades are treated differently from opportunistic insider trading.

FAQ

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

What did Ross Stores (ROST) disclose about the CEO’s recent stock sale?

Ross Stores disclosed that CEO James Grant Conroy sold 49,205 shares of common stock on September 14, 2026 at a weighted average price of $229.4843 per share, with individual trade prices between $228.55 and $230.51.

How many Ross Stores (ROST) shares were used for tax or exercise obligations?

On September 11, 2026, 41,372 shares of Ross Stores common stock at $230.74 per share were delivered or withheld for payment of exercise price or tax liability, as reported under transaction code F.

What PRSU holdings did the Ross Stores (ROST) CEO report?

James Grant Conroy reported holdings of PRSUs, each representing a contingent right to receive one share of Ross Stores common stock. As of September 11, 2026, these PRSUs were tied to 51,164 underlying shares of common stock.

Were the Ross Stores (ROST) CEO’s transactions under a Rule 10b5-1 trading plan?

The filing indicates the Rule 10b5-1 checkbox is not affirmed, and no footnote states the trades were made pursuant to a Rule 10b5-1 plan, so no such trading plan is reported for these transactions.

What is the price range for the Ross Stores (ROST) CEO’s September 14, 2026 share sales?

The CEO’s September 14, 2026 sales of 49,205 shares were executed at prices ranging from $228.55 to $230.51 per share, with a reported weighted average sale price of $229.4843 per share.

What does each PRSU reported by Ross Stores (ROST) represent?

Each PRSU reported by Ross Stores’ CEO represents a contingent right to receive an equivalent number of shares of Ross Stores common stock. The filing states these grants were awarded pursuant to Rule 16b-3(d).

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

Form 4 Insider Transactions: What Each Field Means →

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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^*

Conroy James Grant

(Last) (First) (Middle)

5130 HACIENDA DRIVE

(Street)

DUBLIN CALIFORNIA 94568

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
ROSS STORES, INC. [ ROST ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/11/2026

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	09/11/2026		F		41,372	D	$230.74	183,554	D
COMMON STOCK	09/14/2026		S		49,205	D	$229.4843(1)	134,349	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
PRSU	(2)							(2)	(2)	Common Stock	51,164		51,164	D

Explanation of Responses:

1. The price reported is a weighted average price. The shares were sold in multiple transactions at prices ranging from $228.55 to $230.51, inclusive. The reporting person undertakes to provide to Ross Stores, Inc. and to the staff of the Securities and Exchange Commission upon request, full information regarding the numbers of shares sold at each separate price within this price range.

2. Each PRSU represents a contingent right to receive an equivalent number of shares of issuer common stock. Grants awarded pursuant to Rule 16b-3(d).

	/s/ Ken Jew for James Grant Conroy	09/15/2026
	** 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)