FDX: Susan Griffith Receives 823 RSUs, 591 Shares for $140,000 Fee

Rhea-AI Filing Summary

FedEx director Susan P. Griffith reported transactions on 09/29/2025. She was granted 823 restricted stock units that vest at the next annual stockholders' meeting and will accrue dividend equivalents, and acquired 591 shares of common stock issued in lieu of a $140,000 annual retainer at a reported price of $236.885 per share. Following these transactions, she beneficially owns 6,451 shares directly and 1,000 shares indirectly through the Susan P Griffith Living Trust, for a total reported beneficial ownership of 7,042 shares after a 12-share dividend reinvestment adjustment.

Positive

• 823 RSUs granted to the director, aligning compensation with shareholder value
• 591 shares issued in lieu of the $140,000 retainer, reducing cash outflow for the company
• Beneficial ownership updated to 7,042 shares, showing increased director stake

Negative

• RSUs vest only at the next annual meeting, so shares are not immediately transferable
• No cash purchase disclosed — share issuance dilutes outstanding shares (in-kind compensation)

Insights

Equity Compensation Analyst

Director received RSUs and stock in lieu of fees, increasing alignment with shareholders.

The grant of 823 RSUs vests at the next FedEx annual meeting and accrues dividend equivalents, indicating non-management director compensation is equity-based rather than cash-only.

This compensation converts part of the board retainer into stock: 591 shares were issued instead of the annual $140,000 fee at a per-share price of $236.885.

Corporate Governance Analyst

Insider increased direct and indirect holdings to 7,042 shares, reflecting ownership reporting updates.

After the transactions and a 12-share dividend reinvestment, reported beneficial ownership stands at 7,042 shares (6,451 direct, 1,000 indirect).

The RSUs vesting at the next annual meeting creates a near-term milestone (the meeting date) for potential share issuance; that date controls when direct holdings will increase.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Griffith Susan Patricia

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	823	$0.00	--
Grant/Award	Common Stock	591	$236.885	$140K
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 6,451 shares (Direct); Common Stock — 1,000 shares (Indirect, by Susan P Griffith Living Trust)

Footnotes (1)

1. These shares are subject to restricted stock units ("RSUs"). The RSUs vest on the date of the next FedEx Corporation annual stockholders' meeting and shall accrue dividend equivalents when a dividend is paid on shares of FedEx common stock, as set forth in the form of Restricted Stock Unit Agreement for Non-Management Directors. Ownership has been adjusted to reflect 12 shares that were acquired via dividend reinvestment as a result of dividends paid to all shareholders. This common stock was issued in lieu of annual retainer fees of $140,000 (rounded down to the nearest whole share).

Form 4 Insider Transactions: What Each Field Means →

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^*

Griffith Susan Patricia

(Last) (First) (Middle)

6300 WILSON MILLS ROAD

(Street)

MAYFIELD VILLAGE OH 44143

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
FEDEX CORP [ FDX ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
09/29/2025

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	09/29/2025		A		823(1)	A	$0	6,451(2)	D
Common Stock	09/29/2025		A		591	A	$236.885(3)	7,042	D
Common Stock								1,000	I	by Susan P Griffith Living Trust

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

Explanation of Responses:

1. These shares are subject to restricted stock units ("RSUs"). The RSUs vest on the date of the next FedEx Corporation annual stockholders' meeting and shall accrue dividend equivalents when a dividend is paid on shares of FedEx common stock, as set forth in the form of Restricted Stock Unit Agreement for Non-Management Directors.

2. Ownership has been adjusted to reflect 12 shares that were acquired via dividend reinvestment as a result of dividends paid to all shareholders.

3. This common stock was issued in lieu of annual retainer fees of $140,000 (rounded down to the nearest whole share).

	/s/ Susan Patricia Griffith	10/01/2025
	** 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 did FedEx director Susan P. Griffith acquire on 09/29/2025 (FDX)?

She was granted 823 restricted stock units (RSUs) that vest at the next annual meeting and received 591 shares issued in lieu of a $140,000 retainer at $236.885 per share.

How many FedEx shares does Susan P. Griffith beneficially own after the reported transactions?

She beneficially owns 7,042 shares in total: 6,451 directly and 1,000 indirectly via the Susan P Griffith Living Trust.

Do the RSUs reported by the FedEx director pay dividends?

Yes, the 823 RSUs will accrue dividend equivalents when dividends are paid on FedEx common stock, per the disclosed RSU agreement.

Why were 591 shares issued to the director?

The 591 shares were issued in lieu of the director's annual retainer of $140,000, as disclosed on the Form 4.

Was there any adjustment to the director's holdings due to dividends?

Yes, ownership was adjusted to reflect 12 shares acquired via dividend reinvestment from dividends paid to all shareholders.