Form 4: PriceSmart EVP Velasco Acquires Performance Stock Units

PriceSmart's EVP, Chief Legal Officer, and Chief Risk and Compliance Officer, Francisco Velasco, reported the acquisition of 1,574 performance stock units, which are subject to time-based vesting until October 2029.

Summary

• Francisco Velasco, EVP CLO, CRCO of PriceSmart Inc. (PSMT), acquired 1,574 shares of common stock.
• The acquisition occurred on October 17, 2025, and represents performance stock units (PSUs) where target criteria were determined to have been met.
• These PSUs were acquired at a price of $0, indicating an award rather than a direct purchase.
• The 1,574 shares are subject to time-based vesting and will fully vest on October 26, 2029, contingent on continued service or acceleration as per the award agreement.
• Following this transaction, Velasco directly beneficially owns 82,122 shares and indirectly owns 389 shares through his spouse.

Sentiment

Score: 7

Explanation: The acquisition of performance stock units by an executive is generally a positive signal, indicating alignment of interests and successful achievement of performance targets. However, it's a routine compensation event and not a significant market-moving announcement on its own.

Positives

• Executive Francisco Velasco's acquisition of 1,574 performance stock units aligns his interests with long-term shareholder value.
• The meeting of target criteria for these PSUs indicates successful performance against pre-defined metrics.

Risks

• The acquired performance stock units are subject to time-based vesting until October 26, 2029, meaning the shares are not immediately available and could be forfeited if vesting conditions are not met (e.g., termination of service).
• The ultimate value of the shares upon vesting is subject to the future market price of PriceSmart Inc. common stock.

Future Outlook

The future outlook for the reporting person includes the vesting of 1,574 performance stock units on October 26, 2029, contingent on continued employment or specific acceleration clauses in the award agreement.

Industry Context

This transaction is a standard executive compensation event, reflecting the use of performance stock units to incentivize long-term executive performance and align management interests with shareholder returns, a common practice across various industries.

Related Party Transactions

• The acquisition of performance stock units by an executive is a form of related party transaction, specifically executive compensation, which is disclosed as per SEC regulations.

Stakeholder Impact

• Shareholders: Increased alignment of executive interests with long-term shareholder value due to equity ownership and performance-based incentives.
• Employees: No direct impact on general employees, but reflects the company's executive compensation structure.

Next Steps

• Continued service by Francisco Velasco to ensure vesting of the 1,574 performance stock units.
• Vesting of the 1,574 shares on October 26, 2029.

Key Dates

Keywords

PriceSmart, PSMT, Form 4, Insider Transaction, Executive Compensation, Performance Stock Units, Vesting, Francisco Velasco, Equity Award