John Christopher Sullivan, Executive Vice President at Costco Wholesale Corp /NEW (NASDAQ:COST), filed a Form 4 on October 26, 2026, disclosing an award of 4,552 restricted stock units and a series of tax-withholding disposals of common stock, all transacted on October 22, 2026.

Key Highlights

  • RSU grant confirmed: Sullivan received 4,552 shares of Costco common stock via restricted stock units at a price of $0, with the grant originally made on October 22, 2025, subject to fiscal 2026 performance conditions deemed satisfied by the Compensation Committee.
  • Vesting schedule: According to the filing, earned awards vest 20% on the first anniversary of the grant date, with an additional 20% vesting over each of the four ensuing years based on continued employment.
  • Tax withholding disposals: Five separate "F" (tax withholding) transactions disposed of a combined 3,763.249 shares at a price of $1,018.21 per share, representing the closing market price of Costco common stock on Nasdaq on October 22, 2026.
  • Resulting ownership: Following all reported transactions, Sullivan directly beneficially owned 48,459.895 shares of Costco common stock.
  • Accelerated vesting eligibility: The filing states the grant is eligible for accelerated vesting under the 2019 Incentive Plan upon the anniversaries of Sullivan's 25th, 30th, and 35th years of service with the company.

Sullivan's RSU Award and Tax-Withholding Activity at Costco

According to the Form 4 filed with the SEC, Sullivan's acquisition of 4,552 restricted stock units was coded as an "A" (acquisition) transaction on October 22, 2026, at no cost to the reporting person. The filing notes the grant was initially made on October 22, 2025, conditioned on performance criteria related to fiscal year 2026, which the Compensation Committee of the Board of Directors has since deemed satisfied. Costco, the membership-based warehouse retailer, administers such equity awards under its 2019 Incentive Plan.

On the same date, the company withheld shares to cover tax obligations arising from the vesting of previously granted restricted stock units. The five withholding transactions removed 572.834, 647.297, 975.02, 732.304, and 835.794 shares, respectively, each at $1,018.21 per share. That price, the filing discloses, was the closing market price of Costco common stock on Nasdaq on October 22, 2026. After all transactions were recorded, Sullivan's direct beneficial ownership stood at 48,459.895 shares, as stated in the filing.

Sullivan is identified in the filing as an Executive Vice President of Costco Wholesale Corp /NEW, a company that operates large-format membership warehouse clubs. The Form 4 was signed by Alejandro Torres as Attorney-in-Fact and dated October 26, 2026. No derivative securities transactions were reported in Table II of the filing.

What Was Disclosed

The filing discloses a performance-based RSU grant of 4,552 shares to Costco Executive Vice President John Christopher Sullivan, alongside five tax-withholding disposals totaling 3,763.249 shares at $1,018.21 each, leaving him with 48,459.895 directly owned shares as of October 22, 2026.