A Dark Vector Cognition product

Item 1A. RISK FACTORS

3K characters. Original on sec.gov · Markdown

Item 1A. RISK FACTORS

There have been no material changes from the risk factors disclosed in our Annual Report in response to Part I, Item 1A of Form 10-K. Additional risks not currently known to us or that we currently deem to be immaterial also may materially affect our business, results of operations, financial condition, and the price of our common stock.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

The following table provides information on FedEx’s repurchases of our common stock during the second quarter of 2026:

ISSUER PURCHASES OF EQUITY SECURITIES

PeriodTotal Number of Shares PurchasedAverage Price Paid per ShareTotal Number of Shares Purchased as Part of Publicly Announced ProgramApproximate Dollar Value of Shares That May Yet Be Purchased Under Program ($ in millions)
Sep. 1-30, 20251,175,000$234.521,175,000$1,288
Oct. 1-31, 2025—$——$1,288
Nov. 1-30, 2025—$——$1,288
Total1,175,0001,175,000$1,288

In March 2024, our Board of Directors authorized a stock repurchase program for repurchases of up to $5.0 billion of FedEx common stock. As part of the 2024 repurchase program, we repurchased 1.2 million shares for $276 million in the open market during the second quarter of 2026.

As of December 18, 2025, approximately $1.3 billion remained available to be used for repurchases under the 2024 stock repurchase program. Shares under the program may be repurchased from time to time in the open market or in privately negotiated transactions. No time limits were set for completion of the program; however, we may decide to suspend or discontinue the program.

See Note 1 of the accompanying unaudited condensed consolidated financial statements for additional information and “Item 2. Management’s Discussion and Analysis of Results of Operations and Financial Condition – Financial Condition – Liquidity Outlook” for additional information.

Previous: Item 1. LEGAL PROCEEDINGS · Next: Item 5. OTHER INFORMATION