Costco Wholesale EVP Claudine Adamo Acquires Performance Shares & Withholds Shares for Taxes

Executive Summary

On September 14, 2026, Costco Wholesale Corp ($COST) filed a Form 4 disclosing transactions by Executive Vice President Claudine Adamo on September 10, 2026. The filing reports the vesting/settlement of 4,129 restricted stock units following the satisfaction of fiscal 2026 performance criteria, alongside the withholding of 916.685 shares to satisfy tax obligations.

Transaction Breakdown

1. Performance Share Award Settlement (Code A):

   • Shares Acquired: 4,129 shares of Common Stock
   • Price Per Share: $0.00
   • Details: Initially granted on October 22, 2025, subject to fiscal 2026 performance conditions deemed satisfied by the Compensation Committee. The award vests 20% on the first anniversary and 20% annually over the subsequent four years.

2. Tax Withholding (Code F):

   • Shares Disposed: 916.685 shares of Common Stock
   • Price Per Share: $902.38
   • Total Withholding Value: $827,198.21

Ownership Post-Transaction

Following these transactions, Claudine Adamo directly owns 9,333.51 shares of Costco Wholesale Common Stock.

Market Impact & Significance

This filing reflects standard executive equity compensation settlement and associated statutory tax withholding rather than discretionary open-market buying or selling. Consequently, it carries Low trading significance.