8-K
filed June 1, 2026, 6:42 AM ET
ticker FDX
CIK 0001048911
M&A
confidence high
sentiment neutral
materiality 0.85
FEDEX CORP (FDX): M&A transaction — FedEx completes spin-off of FedEx Freight; 80.1% distributed to FDX stockholders
FEDEX CORP
- Each FDX stockholder received 1 FDXF share per 2 FDX shares held as of May 15, 2026; fractional shares paid in cash.
- FedEx retains 19.9% of FDXF; plans to dispose within 24 months via debt repayment or distributions.
- FedEx Freight paid $4.1B pre-spin dividend to FedEx, funded by $3.7B notes and a delayed-draw term loan.
- Stephen Gorman resigned from FedEx board and John Smith resigned as COO US/Canada to join FDXF leadership.
- Transition, tax, employee, IP, trademark, and registration rights agreements govern post-spin relationship.
Key facts
Extracted from this filing and checked against the source text.
Executive change
SEC 8-K Item 5.02
confidence 0.95
John A. Smith resigned as Chief Operating Officer, United States and Canada at FEDEX CORP.
- Action
- resigned
- Role
- Chief Operating Officer, United States and Canada
Exact text from the filing
John A. Smith resigned from his position as Chief Operating Officer, United States and Canada of FedEx, effective as of immediately prior to the Effective Time to become the President and Chief Executive Officer of FedEx Freight.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Stephen E. Gorman resigned as member of the Board of Directors at FEDEX CORP.
- Action
- resigned
- Role
- member of the Board of Directors
Exact text from the filing
Stephen E. Gorman resigned from his position as a member of the Company’s Board of Directors (the “Board”), as well as his position as a member of the committees thereof, in each case, effective as of immediately prior to the Effective Time to join the Board of Directors of FedEx Freight.
View on SEC.gov
M&A Transactions
SEC 8-K Item 2.01/5.01
confidence 0.9
FEDEX CORP completed a disposition involving FedEx Freight Holding Company, Inc. (closed 2026-06-01).
- Action
- disposition
- Counterparty
- FedEx Freight Holding Company, Inc.
- Closing
- 2026-06-01
Exact text from the filing
Effective as of 12:01 a.m., Central Time, on June 1, 2026 (the “Effective Time”), the Company completed the Spin-Off through the distribution by FedEx of 80.1% of the outstanding shares of FedEx Freight common stock on a pro rata basis to the holders of FedEx common stock.
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.9
FEDEX CORP entered into Intellectual Property Cross-License Agreement with FDXF Holding Corporation (effective 2026-05-31).
- Action
- entry
- Agreement
- license
- Counterparty
- FDXF Holding Corporation
- Effective
- 2026-05-31
Exact text from the filing
On May 31, 2026, the Company, Federal Express Corporation, a Delaware corporation and wholly owned subsidiary of the Company (“Federal Express”), and FedEx Dataworks, Inc., a Delaware corporation and wholly owned subsidiary of the Company (“FedEx Dataworks”), on the one hand, and FDXF Holding Corporation, a Delaware corporation and wholly owned subsidiary of FedEx Freight (“Freight Holding”), on the other hand, entered into an Intellectual Property Cross-License Agreement (the “Intellectual Property Cross-License Agreement”), pursuant to which each of FedEx, Federal Express, and FedEx Dataworks, on the one hand, and Freight Holding, on the other hand, will grant and receive licenses to and from each other in respect of certain patents, know-how, and copyrights.
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.9
FEDEX CORP entered into Employee Matters Agreement with FedEx Freight (effective 2026-05-31).
- Action
- entry
- Counterparty
- FedEx Freight
- Effective
- 2026-05-31
Exact text from the filing
On May 31, 2026, the Company and FedEx Freight entered into an Employee Matters Agreement (the “Employee Matters Agreement”) that addresses employment and employee compensation and benefits matters
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.9
FEDEX CORP entered into Tax Matters Agreement with FedEx Freight (effective 2026-05-31).
- Action
- entry
- Counterparty
- FedEx Freight
- Effective
- 2026-05-31
Exact text from the filing
On May 31, 2026, the Company and FedEx Freight entered into a Tax Matters Agreement (the “Tax Matters Agreement”) that governs the parties’ respective rights, responsibilities, and obligations with respect to tax liabilities
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.9
FEDEX CORP entered into Transition Services Agreement with FedEx Freight (effective 2026-05-31).
- Action
- entry
- Counterparty
- FedEx Freight
- Effective
- 2026-05-31
Exact text from the filing
On May 31, 2026, the Company and FedEx Freight entered into a Transition Services Agreement (the “Transition Services Agreement”), pursuant to which each of FedEx and FedEx Freight will provide certain transitional services to the other.
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.9
FEDEX CORP entered into Separation and Distribution Agreement with FedEx Freight (effective 2026-05-28).
- Action
- entry
- Agreement
- supply
- Counterparty
- FedEx Freight
- Effective
- 2026-05-28
Exact text from the filing
On May 28, 2026, the Company and FedEx Freight entered into a Separation and Distribution Agreement (the “Separation and Distribution Agreement”) that sets forth the agreements between FedEx and FedEx Freight regarding the principal actions taken in connection with the Spin-Off
View on SEC.gov
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