{"filing":{"accession_number":"0001104659-26-068519","cik":"0001048911","ticker":"FDX","company_name":"FEDEX CORP","form":"8-K","filing_date":"2026-06-01","report_date":null,"primary_document":"tm2616055d1_8k.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1048911/000110465926068519/tm2616055d1_8k.htm"},"events":[{"id":2343,"run_id":2039,"accession_number":"0001104659-26-068519","anchor_item_number":"2.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"summary":"FedEx completed a material spin-off of FedEx Freight Holding Company on June 1, 2026, distributing 80.1% of FedEx Freight shares to FedEx stockholders on a pro rata basis. The spin-off involved multiple definitive agreements (Separation and Distribution Agreement, Transition Services Agreement, Tax Matters Agreement, Employee Matters Agreement, Intellectual Property Cross-License Agreement, Trademark License Agreement, and Stockholder and Registration Rights Agreement) and resulted in FedEx Freight becoming an independent publicly traded company on the NYSE under ticker 'FDXF,' with a $4.1 billion cash dividend paid to the parent company from debt financing.","company_name":"FEDEX CORP","ticker":"FDX","filing_date":"2026-06-01","items":[{"id":2986,"accession_number":"0001104659-26-068519","item_number":"1.01","item_title":"Entry Into a Material Definitive Agreement.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"FedEx completed a material spin-off of FedEx Freight Holding Company on June 1, 2026, distributing 80.1% of FedEx Freight shares to FedEx stockholders. The filing discloses multiple definitive agreements entered into in connection with this spin-off (Separation and Distribution Agreement, Transition Services Agreement, Tax Matters Agreement, Employee Matters Agreement, Intellectual Property Cross-License Agreement, Trademark License Agreement, and Stockholder and Registration Rights Agreement), which constitute a material change of control and separation of a significant business line. This is a classic M\u0026A/corporate restructuring event under Item 1.01.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-02T02:13:32.138381+00:00","company_name":"","ticker":null,"filing_date":""},{"id":2987,"accession_number":"0001104659-26-068519","item_number":"2.01","item_title":"Completion of Acquisition or Disposition of Assets.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"FedEx completed a spin-off of FedEx Freight, distributing 80.1% of FedEx Freight's outstanding shares to FedEx stockholders on a pro rata basis effective June 1, 2026. This is a material disposition and change of control event disclosed under Item 2.01, resulting in FedEx Freight becoming an independent publicly traded company on the NYSE under ticker \"FDXF.\"","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-02T02:13:32.138381+00:00","company_name":"","ticker":null,"filing_date":""},{"id":2989,"accession_number":"0001104659-26-068519","item_number":"8.01","item_title":"Other Events.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"The filing discloses completion of a \"Spin-Off\" on June 1, 2026, involving separation of FedEx Freight from FedEx Corp, with a $4.1 billion cash dividend paid to the parent company from debt financing. This constitutes a material change of control and disposition event requiring disclosure under Item 1.01/2.01 (M\u0026A activity), though disclosed here under Item 8.01. The spin-off is a fundamental restructuring affecting the registrant's capital structure and business composition.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-02T02:13:32.138381+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":2344,"run_id":2039,"accession_number":"0001104659-26-068519","anchor_item_number":"5.02","event_type":"exec_departure","event_domain":"governance","is_material":true,"confidence":0.95,"summary":"Stephen E. Gorman resigned from the Board of Directors of FedEx Corp and John A. Smith departed from his position as Chief Operating Officer, United States and Canada, both effective immediately prior to the Spin-Off Effective Time on June 1, 2026. While both executives transitioned to roles at FedEx Freight, their departures from FedEx Corp represent a material change in the parent company's leadership.","company_name":"FEDEX CORP","ticker":"FDX","filing_date":"2026-06-01","items":[{"id":2988,"accession_number":"0001104659-26-068519","item_number":"5.02","item_title":"Departure of Directors or Principal Officers; Election","event_type":"exec_departure","event_domain":"governance","is_material":true,"confidence":0.95,"reasoning":"The filing discloses the resignation of Stephen E. Gorman from the Board of Directors and John A. Smith from his position as Chief Operating Officer, United States and Canada, both effective immediately prior to the Spin-Off Effective Time. While both executives are transitioning to roles at FedEx Freight, the principal disclosed action is their departure from FedEx Corp, making this an executive departure event material to investors assessing leadership continuity.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-02T02:13:32.138381+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":2986,"accession_number":"0001104659-26-068519","item_number":"1.01","item_title":"Entry Into a Material Definitive Agreement.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"FedEx completed a material spin-off of FedEx Freight Holding Company on June 1, 2026, distributing 80.1% of FedEx Freight shares to FedEx stockholders. The filing discloses multiple definitive agreements entered into in connection with this spin-off (Separation and Distribution Agreement, Transition Services Agreement, Tax Matters Agreement, Employee Matters Agreement, Intellectual Property Cross-License Agreement, Trademark License Agreement, and Stockholder and Registration Rights Agreement), which constitute a material change of control and separation of a significant business line. This is a classic M\u0026A/corporate restructuring event under Item 1.01.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-02T02:13:32.138381+00:00","company_name":"FEDEX CORP","ticker":"FDX","filing_date":"2026-06-01"},{"id":2987,"accession_number":"0001104659-26-068519","item_number":"2.01","item_title":"Completion of Acquisition or Disposition of Assets.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"FedEx completed a spin-off of FedEx Freight, distributing 80.1% of FedEx Freight's outstanding shares to FedEx stockholders on a pro rata basis effective June 1, 2026. This is a material disposition and change of control event disclosed under Item 2.01, resulting in FedEx Freight becoming an independent publicly traded company on the NYSE under ticker \"FDXF.\"","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-02T02:13:32.138381+00:00","company_name":"FEDEX CORP","ticker":"FDX","filing_date":"2026-06-01"},{"id":2988,"accession_number":"0001104659-26-068519","item_number":"5.02","item_title":"Departure of Directors or Principal Officers; Election","event_type":"exec_departure","event_domain":"governance","is_material":true,"confidence":0.95,"reasoning":"The filing discloses the resignation of Stephen E. Gorman from the Board of Directors and John A. Smith from his position as Chief Operating Officer, United States and Canada, both effective immediately prior to the Spin-Off Effective Time. While both executives are transitioning to roles at FedEx Freight, the principal disclosed action is their departure from FedEx Corp, making this an executive departure event material to investors assessing leadership continuity.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-02T02:13:32.138381+00:00","company_name":"FEDEX CORP","ticker":"FDX","filing_date":"2026-06-01"},{"id":2989,"accession_number":"0001104659-26-068519","item_number":"8.01","item_title":"Other Events.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"The filing discloses completion of a \"Spin-Off\" on June 1, 2026, involving separation of FedEx Freight from FedEx Corp, with a $4.1 billion cash dividend paid to the parent company from debt financing. This constitutes a material change of control and disposition event requiring disclosure under Item 1.01/2.01 (M\u0026A activity), though disclosed here under Item 8.01. The spin-off is a fundamental restructuring affecting the registrant's capital structure and business composition.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-02T02:13:32.138381+00:00","company_name":"FEDEX CORP","ticker":"FDX","filing_date":"2026-06-01"}]}