Ross Stores (NASDAQ: ROST) COO gets performance share award vesting through 2028

Q: What are the vesting dates for Michael Hartshorn’s Ross Stores (ROST) performance shares?

The performance share award vests in three tranches: 6,949 shares on March 20, 2026 , 6,949 shares on March 19, 2027 , and 9,265 shares on March 17, 2028 , according to the footnote describing the award terms.

Q: What plan governed the equity award reported in Ross Stores (ROST) COO’s Form 4?

The equity award was issued under Ross Stores’ 2017 Equity Incentive Plan . The Form 4 footnote states the 23,163 shares were issued pursuant to settlement of a performance share award granted under this plan, with vesting scheduled between 2026 and 2028 .

Filing Impact

(Very High)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Ross Stores, Inc. Group President and COO Michael J. Hartshorn reported equity compensation activity in company common stock. He received a grant of 23,163 shares as part of the settlement of a performance share award under the 2017 Equity Incentive Plan, with portions scheduled to vest through 2028. To cover tax obligations, 22,654 shares were withheld at a price of $211.19 per share. After these transactions, he directly holds 137,902 shares of Ross Stores common stock.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Hartshorn Michael J.

Role GROUP PRESIDENT, COO

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	23,163	$0.00	--
Tax Withholding	Common Stock	22,654	$211.19	$4.78M

Holdings After Transaction: Common Stock — 160,556 shares (Direct)

Footnotes (1)

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Form 4 Insider Transactions: What Each Field Means →

03/24/2026 - 04:56 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^*

Hartshorn Michael J.

(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)
	GROUP PRESIDENT, COO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/20/2026

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)
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	03/20/2026		A		23,163⁽¹⁾	A	$0	160,556	D
Common Stock	03/20/2026		F		22,654	D	$211.19	137,902	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. Shares issued pursuant to settlement of a performance share award under the terms of the 2017 Equity Incentive Plan. Shares become vested as follows: 6,949 shares vest as of March 20, 2026, 6,949 shares vest as of March 19, 2027, and 9,265 shares vest as of March 17, 2028.

	/s/ Ken Jew for Michael J. Hartshorn	03/24/2026
	** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did Ross Stores (ROST) COO Michael Hartshorn report?

Michael Hartshorn reported an equity award and related tax withholding. He received 23,163 shares of Ross Stores common stock as a performance share award, and 22,654 shares were withheld at $211.19 per share to satisfy tax obligations, leaving him with 137,902 shares.

Was the Ross Stores (ROST) Form 4 a market buy or sell by the COO?

The Form 4 did not show open-market buying or selling. It reported a grant of 23,163 shares as compensation and a tax-withholding disposition of 22,654 shares, where shares were withheld by the issuer at $211.19 to cover tax liabilities.

How many Ross Stores (ROST) shares does the COO hold after this Form 4?

After the reported transactions, Michael Hartshorn directly holds 137,902 shares of Ross Stores common stock. This figure reflects the 23,163-share performance award grant and the 22,654 shares withheld to pay taxes, as disclosed in the Form 4 filing.

What are the vesting dates for Michael Hartshorn’s Ross Stores (ROST) performance shares?

The performance share award vests in three tranches: 6,949 shares on March 20, 2026, 6,949 shares on March 19, 2027, and 9,265 shares on March 17, 2028, according to the footnote describing the award terms.

What plan governed the equity award reported in Ross Stores (ROST) COO’s Form 4?

The equity award was issued under Ross Stores’ 2017 Equity Incentive Plan. The Form 4 footnote states the 23,163 shares were issued pursuant to settlement of a performance share award granted under this plan, with vesting scheduled between 2026 and 2028.