Russell D. Miller - Sep 10, 2025 Form 4 Insider Report for COSTCO WHOLESALE CORP /NEW (COST)

Role: Sr. Executive Vice President
Signature: /s/ Alejandro Torres, Attorney-in-Fact
Stock symbol: COST
Transactions as of: Sep 10, 2025
Transactions value $: -$1,659,244
Form type: 4
Date filed: 9/12/2025, 05:51 PM
Previous filing: Oct 15, 2024
Next filing: Sep 24, 2025
SEC: View on sec.gov

Reporting Owners (1)

Name	Relationship	Address	Signature	Signature date	CIK
Miller Russell D	Sr. Executive Vice President	999 LAKE DRIVE, ISSAQUAH	/s/ Alejandro Torres, Attorney-in-Fact	2025-09-12	0001729741

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	COST	Common Stock	Award	$0	+4.65K	+460792.08%	$0.00	4.66K	Sep 10, 2025	Direct	F1, F2
transaction	COST	Common Stock	Tax liability	-$1.66M	-1.74K	-37.27%	$956.29	2.92K	Sep 10, 2025	Direct
holding	COST	Common Stock						10.2K	Sep 10, 2025	Miller Family Trust

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Grant was initially made on October 22, 2024, subject to performance conditions concerning fiscal 2025, which have been deemed satisfied by the Compensation Committee of the Board of Directors. The earned awards vest 20% on the first anniversary of the grant date and an additional 20% vest over each of the ensuing four years based on continued employment with the Company. In addition, under the 2019 Incentive Plan, employees are eligible for accelerated vesting upon the anniversary of their 25th, 30th and 35th years of service.
F2	Not applicable. Grant of Restricted Stock Units.

Content

Grant was initially made on October 22, 2024, subject to performance conditions concerning fiscal 2025, which have been deemed satisfied by the Compensation Committee of the Board of Directors. The earned awards vest 20% on the first anniversary of the grant date and an additional 20% vest over each of the ensuing four years based on continued employment with the Company. In addition, under the 2019 Incentive Plan, employees are eligible for accelerated vesting upon the anniversary of their 25th, 30th and 35th years of service.

Not applicable. Grant of Restricted Stock Units.

Remarks:

Exhibit 24: Power of Attorney provided herewith.