Brinkley Stephen C 4

What Happened

• Stephen C. Brinkley, President, Operations of Ross Stores (ROST), was issued an 8,579-share performance award on March 20, 2026 (transaction code A). To cover taxes or related withholding obligations, 2,802 shares were surrendered/disposed (transaction code F) at $211.19 per share, totaling about $591,754. The award settlement is the primary event (an issuance/award, not an open-market purchase or sale).

Key Details

• Transaction dates: March 20, 2026 (reported on Form 4 filed March 24, 2026). Filing appears timely under the two-business-day rule.
• Awarded shares: 8,579 shares (code A).
• Withheld/disposed for tax liability: 2,802 shares at $211.19 each = $591,754 (code F; share surrender/withholding rather than a public sale).
• Shares owned after the transaction: Not specified in the information provided in this summary.
• Footnote: Shares issued pursuant to settlement of a performance award under the 2017 Equity Incentive Plan. Vesting schedule: 2,574 shares vested as of March 20, 2026; 2,574 vest March 19, 2027; 3,431 vest March 17, 2028.

Context

• This filing reflects a grant/settlement of a performance award and a routine share withholding to satisfy tax liabilities (a common cashless withholding mechanism). Withholding (code F) is not an open-market sale and should not be interpreted as a bearish vote by the insider. The award is subject to future vesting for portions of the grant per the schedule above.