Costco Wholesale Corp. Announces Board and Executive Compensation Changes

Ticker: COST · Form: 8-K · Filed: 2024-11-07T00:00:00.000Z

Sentiment: neutral

Topics: corporate-governance, executive-compensation, board-of-directors

Related Tickers: COST

TL;DR

Costco's board is shuffling, with a director leaving and a new one coming in. Executive pay details also updated.

AI Summary

Costco Wholesale Corporation announced on November 4, 2024, changes related to its board of directors and executive compensation. Specifically, the filing details the departure of a director, the election of a new director, and updates to compensatory arrangements for certain officers. The company is incorporated in Washington and its principal executive offices are located in Issaquah, WA.

Why It Matters

Changes in board composition and executive compensation can signal shifts in company strategy or governance, impacting investor confidence and future performance.

Risk Assessment

Risk Level: low — This filing primarily concerns routine corporate governance and executive compensation matters, not significant financial events.

Key Players & Entities

FAQ

What specific item information is reported in this 8-K filing?

This 8-K filing reports on the departure of directors or certain officers, election of directors, appointment of certain officers, and compensatory arrangements of certain officers, as well as financial statements and exhibits.

When was the earliest event reported in this filing?

The earliest event reported in this filing was on November 4, 2024.

What is Costco Wholesale Corporation's Standard Industrial Classification code?

Costco Wholesale Corporation's Standard Industrial Classification code is 5331, which corresponds to RETAIL-VARIETY STORES.

What is the business address of Costco Wholesale Corporation?

The business address of Costco Wholesale Corporation is 999 Lake Drive, Issaquah, WA 98027.

What were Costco's former company names?

Costco Wholesale Corporation was formerly known as Costco Companies Inc. and Price/Costco Inc.

From the Filing

0000909832-24-000054.txt : 20241107 0000909832-24-000054.hdr.sgml : 20241107 20241107164057 ACCESSION NUMBER: 0000909832-24-000054 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 14 CONFORMED PERIOD OF REPORT: 20241104 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20241107 DATE AS OF CHANGE: 20241107 FILER: COMPANY DATA: COMPANY CONFORMED NAME: COSTCO WHOLESALE CORP /NEW CENTRAL INDEX KEY: 0000909832 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-VARIETY STORES [5331] ORGANIZATION NAME: 07 Trade & Services IRS NUMBER: 911223280 STATE OF INCORPORATION: WA FISCAL YEAR END: 0901 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-20355 FILM NUMBER: 241436621 BUSINESS ADDRESS: STREET 1: 999 LAKE DRIVE CITY: ISSAQUAH STATE: WA ZIP: 98027- BUSINESS PHONE: 4253138100 MAIL ADDRESS: STREET 1: 999 LAKE DRIVE CITY: ISSAQUAH STATE: WA ZIP: 98027 FORMER COMPANY: FORMER CONFORMED NAME: COSTCO COMPANIES INC DATE OF NAME CHANGE: 19970401 FORMER COMPANY: FORMER CONFORMED NAME: PRICE/COSTCO INC DATE OF NAME CHANGE: 19930728 8-K 1 cost-20241104.htm 8-K cost-20241104 FALSE COSTCO WHOLESALE CORP /NEW 0000909832 0000909832 2024-11-04 2024-11-04 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 4, 2024 COSTCO WHOLESALE CORPORATION (Exact name of registrant as specified in its charter) Washington 0-20355 91-1223280 (State or other jurisdiction of incorporation) (Commission File No.) (I.R.S. Employer Identification No.) 999 Lake Drive Issaquah , WA 98027 (Address of principal executive offices and zip code) Registrant’s telephone number, including area code: 425 - 313-8100 Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Common Stock, par value $.005 per share COST NASDAQ Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ Item 5.02.     Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On November 4, 2024, the Compensation Committee of the Board of Directors approved the fiscal 2025 criteria for bonuses to executive officers, with the Nominating and Governance Committee of the Board also approving the environmental and social performance criteria. Executive officers other than the Chief Executive Officer are eligible to receive bonuses up to $232,000. This amount includes $80,000 based on targets relating to sales and $80,000 based on targets relating to pre-tax income. The potential payment attr

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