[Form 4] ROSS STORES, INC. Insider Trading Activity

Rhea-AI Filing Summary

James Grant Conroy, a director and the Chief Executive Officer of Ross Stores, Inc. (ROST), reported insider transactions dated 09/12/2025. The Form 4 shows a disposition of 43,024 shares of ROST common stock at a price of $147.90 per share. After the reported transactions, the filing lists 196,504 shares beneficially owned (direct ownership). The filing also reports 51,164 PRSUs, each representing a contingent right to receive one share of common stock. The form is signed on behalf of Mr. Conroy on 09/16/2025.

Positive

• Reporting compliance: The Form 4 properly discloses the transaction and remaining holdings, satisfying Section 16 reporting requirements.
• Substantial retained stake: The reporting person still beneficially owns 196,504 shares, indicating continued alignment with shareholders.

Negative

• Insider sale: A disposition of 43,024 shares was reported at $147.90, which reduces the insider's direct stake.
• Limited context: The filing does not state the reason for the sale (e.g., rule-based sale, personal liquidity), so motives are not disclosed.

Insights

Financial Analyst

TL;DR: Insider sold 43,024 shares at $147.90 but retains significant holdings and 51,164 PRSUs.

The Form 4 documents a sizable sale of company stock by the CEO and director on 09/12/2025 for $147.90 per share, reducing his direct holdings while leaving a reported balance of 196,504 shares and 51,164 PRSUs. This is a routine insider disposition consistent with executive compensation liquidity or planned sales; the filing does not provide a reason or indication of a change in control or governance. The position size remaining is material in absolute terms but the form contains no forward-looking statements or further context.

Corporate Governance Expert

TL;DR: Disclosure complies with Section 16; sale reported and equity awards disclosed.

The report appears to meet Section 16 disclosure requirements by documenting the disposition and the outstanding PRSUs. It identifies the reporting person as both a director and the CEO and shows arm's-length transactions rather than transfers to affiliates. The filing includes the required explanation that PRSUs represent contingent rights to shares and is signed appropriately. No governance irregularities or exemptions are stated in the document.

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
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Conroy James Grant

(Last) (First) (Middle)

5130 HACIENDA DRIVE

(Street)

DUBLIN CA 94568

(City) (State) (Zip)

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

3. Date of Earliest Transaction (Month/Day/Year)
09/12/2025

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	09/12/2025		F		43,024	D	$147.9	196,504	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	(1)							(1)	(1)	Common Stock	51,164		51,164	D

Explanation of Responses:

1. 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	09/16/2025
	** 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 transaction did ROST insider James Grant Conroy report on Form 4?

The Form 4 reports a disposition of 43,024 shares of ROST common stock on 09/12/2025 at a price of $147.90 per share.

How many Ross Stores (ROST) shares does the reporting person own after the transaction?

The filing shows 196,504 shares beneficially owned following the reported transaction(s).

What are the PRSUs reported on the Form 4 for ROST?

The Form 4 lists 51,164 PRSUs; the filing explains each PRSU represents a contingent right to receive one share of common stock.

What is the reporting person's relationship to Ross Stores (ROST)?

The reporting person is identified as a Director and the Chief Executive Officer of Ross Stores, Inc.

When was the Form 4 signed and filed?

The form bears a signature line dated 09/16/2025 signed on behalf of James Grant Conroy.