Russell D. Miller - Sep 15, 2023 Form 4 Insider Report for COSTCO WHOLESALE CORP /NEW (COST)

Role: Senior EVP
Signature: /s/ Alejandro Torres, Attorney-in-Fact
Stock symbol: COST
Transactions as of: Sep 15, 2023
Transactions value $: -$1,670,779
Form type: 4
Date filed: 9/19/2023, 06:28 PM
Previous filing: Mar 8, 2023
Next filing: Sep 28, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	COST	Common Stock	Award		+8.2K	+1170857.14%		8.2K	Sep 15, 2023	Direct	F1, F2
transaction	COST	Common Stock	Tax liability	-$1.67M	-3K	-36.64%	$556.36	5.19K	Sep 15, 2023	Direct
holding	COST	Common Stock						10.1K	Sep 15, 2023	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, 2022 subject to performance conditions concerning fiscal 2023, 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, long term 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, 2022 subject to performance conditions concerning fiscal 2023, 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, long term 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.