Form 8-K

8-K — FEDEX CORP

Accession: 0001104659-26-077558

Filed: 2026-06-25

Period: 2026-06-25

CIK: 0001048911

SIC: 4513 (AIR COURIER SERVICES)

Item: Other Events

Item: Financial Statements and Exhibits

Documents

8-K — tm2618879d1_8k.htm (Primary)

EX-99.1 — EXHIBIT 99.1 (tm2618879d1_ex99-1.htm)

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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): June 25, 2026

FedEx

Corporation

(Exact Name of Registrant as Specified in its Charter)

Delaware

(State or other Jurisdiction of

Incorporation)

1-15829

(Commission File Number)

62-1721435

(IRS

Employer

Identification No.)

942 South Shady Grove Road

Memphis,

Tennessee

(Address of principal executive offices)

38120

(Zip Code)

Registrant’s telephone number, including

area code: (901) 818-7500

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:

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, $0.10 Par Value

FDX

New

York Stock Exchange

1.625%

Notes due 2027

FDX

New

York Stock Exchange

0.450%

Notes due 2029

FDX

29A

New

York Stock Exchange

0.450%

Notes due 2029

FDX

29B

New

York Stock Exchange

1.300%

Notes due 2031

FDX

31B

New

York Stock Exchange

3.500%

Notes due 2032

FDX

New

York Stock Exchange

0.950%

Notes due 2033

FDX

New

York Stock Exchange

0.950%

Notes due 2033

FDX

33A

New

York Stock Exchange

4.125%

Notes due 2037

FDX

New

York Stock Exchange

Indicate by check mark whether the registrant is

an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2

of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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 8.01. Other Events.

On June 25, 2026, FedEx Corporation

(the “Company”) announced that it is commencing cash tender offers (each, an “Offer” and collectively, the

“Offers”) to purchase up to $4.15 billion aggregate purchase price, not including accrued and unpaid interest, of its

outstanding 4.500% Notes due 2065, 3.250% Notes due 2041, 4.050% Notes due 2048, 3.875% Notes due 2042, 4.100% Notes due 2045,

4.100% Notes due 2043, 4.400% Notes due 2047, 4.550% Notes due 2046, 4.750% Notes due 2045, 2.400% Notes due 2031, 4.950% Notes due

2048, 3.900% Notes due 2035, 5.100% Notes due 2044, 3.100% Notes due 2029, 5.250% Notes due 2050, 3.400% Notes due 2028, 4.250%

Notes due 2030, 4.200% Notes due 2028 and 4.900% Notes due 2034 (collectively, the “Notes”). The Offers are being made

pursuant to an Offer to Purchase, dated June 25, 2026 (the “Offer to Purchase”), which sets forth a description of

the terms of the Offers.

Each Offer is scheduled to expire at 5:00 p.m.,

New York City time, on July 24, 2026, unless extended or earlier terminated by the Company. To receive the total consideration, which

includes an early tender premium of $30 per $1,000 principal amount of Notes, holders must validly tender and not validly withdraw their

Notes at or prior to 5:00 p.m., New York City time, on July 9, 2026, unless such deadline is extended with respect to the applicable

Offer (such date and time, as the same may be extended with respect to each Offer, the “Early Tender Time”). The early tender

premium is included in the total consideration for each series of Notes, and does not constitute an additional or increased payment. Notes

validly tendered may not be validly withdrawn after 5:00 p.m., New York City time, on July 9, 2026, unless such deadline is extended

with respect to the applicable Offer. The Company expects to settle payments for Notes validly tendered (and not validly withdrawn) and

accepted for purchase at or prior to the Early Tender Time on July 14, 2026.

As previously announced, the Company finalized

the spin-off of FedEx Freight Holding Company, Inc. (“FedEx Freight”) on June 1, 2026 (the “Spin-Off”),

establishing FedEx Freight as an independent, publicly traded company. In connection with the Spin-Off, FedEx Freight paid a cash dividend

of approximately $4.1 billion to the Company, the proceeds of which will be used, together with cash on hand, to fund the consideration

for the Offers.

Goldman Sachs & Co. LLC, J.P. Morgan

Securities LLC, BofA Securities, Inc., Citigroup Global Markets Inc. and Wells Fargo Securities, LLC are serving as Lead Dealer Managers

for the Offers and Morgan Stanley & Co. LLC and Scotia Capital (USA) Inc. are serving as Co-Dealer Managers for the Offers.

A copy of the press release announcing the launch

of the Offers is attached hereto as Exhibit 99.1 and the information set forth therein is incorporated herein by reference.

The information in this Form 8-K filed pursuant

to Item 8.01 is neither an offer to purchase nor a solicitation of an offer to sell securities. No offer, solicitation, purchase or sale

will be made in any jurisdiction in which such offer, solicitation, or sale would be unlawful.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit

Number

Description

99.1

Press Release of FedEx Corporation dated June 25, 2026.

104

Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document).

SIGNATURE

Pursuant to the requirements of the Securities

Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

FEDEX

CORPORATION

Date: June 25, 2026 By:

/s/ Trampas T. Gunter

Trampas T. Gunter

Corporate Vice President, Corporate

Development and Treasurer

EX-99.1 — EXHIBIT 99.1

EX-99.1

Filename: tm2618879d1_ex99-1.htm · Sequence: 2

Exhibit 99.1

FedEx Announces Commencement of Cash Tender

Offers

MEMPHIS, Tenn., June

25, 2026 – FedEx Corp. (NYSE: FDX) (“FedEx”) today announced that it has commenced

cash tender offers (each, an “Offer” and, collectively, the “Offers”) for the maximum principal amount of validly

tendered (and not validly withdrawn) notes set forth below (collectively, the “Notes”), such that the aggregate purchase price,

not including accrued and unpaid interest, payable in respect of such Notes will not exceed $4.15 billion (the “Offer Cap”).

The Offers are being made pursuant to an Offer to Purchase, dated June 25, 2026 (the “Offer to Purchase”), which sets forth

a description of the terms of the Offers.

previously announced, FedEx finalized the spin-off of FedEx Freight Holding Company, Inc. (“FedEx Freight”) on June 1, 2026

(the “Spin-Off”), establishing FedEx Freight as an independent, publicly traded company. The Spin-Off was achieved through

the distribution by FedEx of 80.1% of the outstanding shares of FedEx Freight’s common stock on a pro rata basis to holders of FedEx

common stock. In connection with the Spin-Off, FedEx Freight paid a cash dividend of approximately $4.1 billion to FedEx (the “FedEx

Freight Dividend”), the proceeds of which will be used, together with cash on hand, to fund the consideration for the Offers. The

Offers support FedEx’s strategy to reduce its outstanding indebtedness to maintain a leverage-neutral profile following the completion

of the Spin-Off.

The following

table sets forth certain terms of the Offers:

Acceptance

Priority

Level(1)

Title

of Series of Notes

CUSIP

No.

Principal

Amount

Outstanding

Reference

U.S.

Treasury Security

Bloomberg

Reference Page

Fixed

Spread

(bps) (2)

Early

Tender

Premium(3)

4.500% Notes due

2065

31428XBD7

$ 36,960,000

4.750% UST due

2/15/2056

FIT1

110

$ 30

4.500% Notes due 2065

U31520BA3

31428XCZ7

31428XDX1

$ 213,040,000

4.750% UST due

2/15/2056

FIT1

110

$ 30

3.250% Notes due 2041

31428XCE4

$ 130,365,000

4.375% UST due

5/15/2036

FIT1

$ 30

3.250% Notes due 2041

U31520AP1

31428XCN4

31428XDL7

$ 619,635,000

4.375% UST due

5/15/2036

FIT1

$ 30

4.050% Notes due 2048

31428XBQ8

$ 256,565,000

5.000% UST due

5/15/2046

FIT1

$ 30

4.050% Notes due 2048

U31520AX4

31428XCW4

31428XDU7

$ 743,435,000

5.000% UST due

5/15/2046

FIT1

$ 30

3.875% Notes due 2042

31428XAT3

$ 55,389,000

5.000% UST due

5/15/2046

FIT1

$ 30

3.875% Notes due 2042

U31520AQ9

31428XCP9

31428XDM5

$ 444,611,000

5.000% UST due

5/15/2046

FIT1

$ 30

4.100% Notes due 2045

31428XBB1

$ 146,170,000

5.000% UST due

5/15/2046

FIT1

$ 30

4.100% Notes due 2045

U31520AT3

31428XCS3

31428XDQ6

$ 503,830,000

5.000% UST due

5/15/2046

FIT1

$ 30

4.100% Notes due 2043

31428XAU0

$ 108,231,000

5.000% UST due

5/15/2046

FIT1

$ 30

4.100% Notes due 2043

U31520AR7

31428XCQ7

31428XDN3

$ 391,769,000

5.000% UST due

5/15/2046

FIT1

$ 30

4.400% Notes due 2047

31428XBN5

$ 145,347,000

5.000% UST due

5/15/2046

FIT1

$ 30

4.400% Notes due 2047

U31520AW6

31428XCV6

31428XDT0

$ 604,653,000

5.000% UST due

5/15/2046

FIT1

$ 30

4.550% Notes due 2046

31428XBG0

$ 242,931,000

5.000% UST due

5/15/2046

FIT1

$ 30

4.550% Notes due 2046

U31520AV8

31428XCU8

31428XDS2

$ 1,007,069,000

5.000% UST due

5/15/2046

FIT1

$ 30

4.750% Notes due 2045

31428XBE5

$ 336,562,000

5.000% UST due

5/15/2046

FIT1

$ 30

4.750% Notes due 2045

U31520AU0

31428XCT1

31428XDR4

$ 913,438,000

5.000% UST due

5/15/2046

FIT1

$ 30

2.400% Notes due 2031

31428XCD6

$ 357,815,000

4.125% UST due

6/30/2031

FIT1

$ 30

2.400% Notes due 2031

U31520AL0

31428XCK0

31428XDH6

$ 642,185,000

4.125% UST due

6/30/2031

FIT1

$ 30

4.950% Notes due 2048

31428XBS4

$ 153,531,000

5.000% UST due

5/15/2046

FIT1

$ 30

4.950% Notes due 2048

U31520AY2

31428XCX2

31428XDV5

$ 696,469,000

5.000% UST due

5/15/2046

FIT1

$ 30

3.900% Notes due 2035

31428XBA3

$ 108,088,000

4.375% UST due

5/15/2036

FIT1

$ 30

3.900% Notes due 2035

U31520AN6

31428XCM6

31428XDK9

$ 391,912,000

4.375% UST due

5/15/2036

FIT1

$ 30

5.100% Notes due 2044

31428XAW6

$ 208,311,000

5.000% UST due

5/15/2046

FIT1

$ 30

5.100% Notes due 2044

U31520AS5

31428XCR5

31428XDP8

$ 541,689,000

5.000% UST due

5/15/2046

FIT1

$ 30

3.100% Notes due 2029

31428XBV7

$ 371,947,000

4.125% UST due

6/15/2029

FIT1

$ 30

3.100% Notes due 2029

U31520AJ5

31428XCH7

31428XDF0

$ 628,053,000

4.125% UST due

6/15/2029

FIT1

$ 30

5.250% Notes due 2050

31428XCA2

$ 202,342,000

4.750% UST due

2/15/2056

FIT1

$ 30

5.250% Notes due 2050

U31520AZ9

31428XCY0

31428XDW3

$ 1,047,658,000

4.750% UST due

2/15/2056

FIT1

$ 30

3.400% Notes due 2028

31428XBP0

$ 159,506,000

4.125% UST due

6/30/2028

FIT1

$ 30

3.400% Notes due 2028

U31520AG1

31428XCF1

31428XDD5

$ 340,494,000

4.125% UST due

6/30/2028

FIT1

$ 30

4.250% Notes due 2030

31428XBZ8

$ 343,897,000

4.125% UST due

6/30/2031

FIT1

$ 30

4.250% Notes due 2030

U31520AK2

31428XCJ3

31428XDG8

$ 406,103,000

4.125% UST due

6/30/2031

FIT1

$ 30

4.200% Notes due 2028

31428XBR6

$ 162,715,000

4.125% UST due

6/30/2028

FIT1

$ 30

4.200% Notes due 2028

U31520AH9

31428XCG9

31428XDE3

$ 237,285,000

4.125% UST due

6/30/2028

FIT1

$ 30

4.900% Notes due 2034

31428XAX4

$ 148,482,000

4.375% UST due

5/15/2036

FIT1

$ 30

4.900% Notes due 2034

U31520AM8

31428XCL8

31428XDJ2

$ 351,518,000

4.375% UST due

5/15/2036

FIT1

$ 30

(1) FedEx is offering to accept the maximum principal amount of validly tendered (and not validly withdrawn)

Notes in the Offers for which the aggregate purchase price, not including accrued and unpaid interest, does not exceed the Offer Cap using

a “waterfall” methodology under which FedEx will accept the Notes in order of their respective Acceptance Priority Levels

(as defined below).

(2) The Total Consideration (as defined below) for Notes validly tendered (and not validly withdrawn) prior

to or at the Early Tender Time (as defined below) or the Tender Offer Consideration (as defined below) for Notes validly tendered (and

not validly withdrawn) after the Early Tender Time but prior to or at the Expiration Time (as defined below), as applicable, and accepted

for purchase is calculated using the applicable fixed spread as described in the Offer to Purchase. The applicable Early Tender Premium

as set forth above (with respect to each series of Notes, the “Early Tender Premium”) is included in the Total Consideration

for such series of Notes set forth above and does not constitute an additional or increased payment. Holders of Notes will also receive

accrued and unpaid interest on Notes accepted for purchase up to, but excluding, the Early Settlement Date or the Final Settlement Date

(each as defined below), as applicable.

(3) Per $1,000 principal amount.

Each

Offer is scheduled to expire at 5:00 p.m., New York City time, on July 24, 2026, unless extended or earlier terminated by FedEx (such

date and time, as the same may be extended or earlier terminated with respect to each Offer, the “Expiration Time”). To receive

the Total Consideration, holders of the Notes must validly tender and not validly withdraw their Notes at or prior to 5:00 p.m., New York

City time, on July 9, 2026, unless such deadline is extended with respect to the applicable Offer (such date and time, as the same may

be extended with respect to each Offer, the “Early Tender Time”). Tenders of Notes may not be validly withdrawn after

5:00 p.m., New York City time, on July 9, 2026 (the “Withdrawal Deadline”). After such time, Notes validly tendered may not

be validly withdrawn unless such deadline is extended with respect to the applicable Offer, except in certain limited circumstances where

additional withdrawal rights are required by law. Payments for Notes validly tendered (and not validly withdrawn) and accepted for purchase

at or prior to the Early Tender Time are expected to be made on July 14, 2026 (the “Early Settlement Date”). Payments for

Notes validly tendered (and not validly withdrawn) after the Early Tender Time but at or prior to the Expiration Time that are accepted

for purchase are expected to be made on July 28, 2026 (the “Final Settlement Date” and, together with the Early Settlement

Date, the “Settlement Dates”).

The consideration paid in

each of the Offers will be determined in the manner described in the Offer to Purchase by reference to the applicable fixed spread specified

in the table above and on the front cover of the Offer to Purchase for each series over the applicable yield to the maturity date or par

call date, as applicable, based on the bid-side price of the applicable U.S. Treasury Security (the “Reference Treasury Security”)

specified in the table above and on the front cover of the Offer to Purchase in the column entitled “Reference U.S. Treasury Security”

at 10:00 a.m. New York City time, on July 10, 2026 (such date and time, as it may be extended, the “Price Determination Time”).

Holders who validly tender and do not validly withdraw Notes at or prior to the Early Tender Time that are accepted for purchase will

be eligible to receive the applicable “Total Consideration,” which includes the applicable Early Tender Premium specified

in the table above. The Early Tender Premium is included in the Total Consideration for each series of Notes and does not constitute an

additional or increased payment. Holders who validly tender Notes after the Early Tender Time but at or prior to the Expiration Time and

whose Notes are accepted for purchase will be entitled to receive the applicable “Tender Offer Consideration” which will be

equal to the applicable Total Consideration minus the applicable Early Tender Premium. In addition, in each case, holders whose Notes

are accepted for purchase will receive accrued and unpaid interest on their Notes up to, but excluding, the applicable Settlement Date,

payable on the Settlement Date.

FedEx

will accept for purchase for cash the maximum principal amount of validly tendered (and not validly withdrawn) Notes for which the aggregate

purchase price, not including accrued and unpaid interest, payable in respect of such Notes does not exceed the Offer Cap. Subject to

the satisfaction or waiver of the conditions of the Offers, Notes validly tendered (and not validly withdrawn) prior to or at the Early

Tender Time will be accepted based on the acceptance priority levels set forth in the table above (the “Acceptance Priority Levels”).

Notes validly tendered at or prior to the Early Tender Time will have priority over Notes tendered after the Early Tender Time, regardless

of the Acceptance Priority Levels of Notes tendered after the Early Tender Time. Subject to applicable law, FedEx may increase, decrease

or waive the Offer Cap, as provided in the Offer to Purchase.

Subject to the satisfaction

or waiver of the conditions of the Offers, (1) at the Early Settlement Date, FedEx will accept for purchase all Notes of each series validly

tendered at or before the Early Tender Time and not validly withdrawn at or before the Withdrawal Deadline, in accordance with their respective

Acceptance Priority Levels and subject to the Offer Cap; and (2) on the Final Settlement Date, to the extent FedEx has not already accepted

Notes with an aggregate purchase price payable in respect of such Notes equal to the Offer Cap, FedEx will accept for purchase validly

tendered and not validly withdrawn Notes of each series not previously purchased on the Early Settlement Date, in accordance with their

respective Acceptance Priority Levels and subject to the Offer Cap. Any Notes validly tendered (and not validly withdrawn) in the Offers

and accepted for purchase will be accepted for purchase by FedEx based on the Offer Cap and the Acceptance Priority Levels and may be

subject to proration, each as more fully described in the Offer to Purchase.

None

of the Offers is conditioned on any minimum amount of Notes of the applicable series being tendered, and none of the Offers is conditioned

on the consummation of any of the other Offers. None of the Offers is subject to a financing condition. FedEx’s obligation

to accept for purchase, and to pay for, Notes validly tendered (and not validly withdrawn) pursuant to the Offers is subject to, and conditioned

upon, the satisfaction or waiver of the conditions described in the Offer to Purchase.

This press release does not

constitute an offer to purchase or a solicitation of an offer to sell any securities. The Offers are being made solely pursuant to the

Offer to Purchase and only to such persons and in such jurisdictions as are permitted under applicable law. No offer, solicitation, purchase

or sale will be made in any jurisdiction in which such an offer, solicitation or sale would be unlawful.

Goldman

Sachs & Co. LLC, J.P. Morgan Securities LLC, BofA Securities, Inc., Citigroup Global Markets Inc and Wells Fargo Securities, LLC are

serving as Lead Dealer Managers for the Offers and Morgan Stanley & Co. LLC and Scotia Capital (USA) Inc. are serving as Co-Dealer

Managers for the Offers (each, a “Dealer Manager” and together, the “Dealer Managers”). Questions regarding

the Offers may be directed to Goldman Sachs & Co. LLC at (800) 828-3182 (toll free) or (212) 357-1452 (collect), J.P. Morgan Securities

LLC at (866) 834-4666 (toll free) or (212) 834-3554 (collect), BofA Securities, Inc. at (888) 292-0070 (toll free) or (980) 387-3907 (collect),

Citigroup Global Markets Inc. at (800) 558-3745 (toll free) or (212) 723-6106 (collect) or Wells Fargo Securities, LLC at (866) 309-6316

(toll free) or (704) 410-4759 (collect).

The

complete terms and conditions of the Offers are described in the Offer to Purchase. Requests for the Offer to Purchase or the documents

incorporated by reference therein may be directed to Global Bondholder Services Corporation (“GBSC”), which is acting as the

Tender Agent and Information Agent for the Offers, at (212) 430-3774 (for banks and brokers), at (855) 654-2015 (for all others),

or by email at contact@gbsc-usa.com. Copies of the Offer to Purchase are (subject to offer restrictions) available on their website https://www.gbsc-usa.com/FedEx.

About FedEx Corp.

FedEx Corp. (NYSE: FDX) provides

customers and businesses worldwide with a broad portfolio of transportation, e-commerce and business services. The company offers integrated

business solutions utilizing its flexible, efficient, and intelligent global network. Consistently ranked among the world's most admired

and trusted employers, FedEx inspires its employees to remain focused on safety, the highest ethical and professional standards and the

needs of their customers and communities. FedEx is committed to connecting people and possibilities around the world responsibly and resourcefully,

with a goal to achieve carbon-neutral operations by 2040.

Cautionary Statement Regarding Forward-Looking Information

Certain

statements in this press release may be considered forward-looking statements, such as statements regarding the expected timing of completion

of the Offers. Forward-looking statements include those preceded by, followed by or that include the words “will,” “may,”

“could,” “would,” “should,” “believes,” “expects,” “forecasts,”

“anticipates,” “plans,” “estimates,” “targets,” “projects,” “intends,”

“determined to,” or similar expressions. Such forward-looking statements are subject to risks, uncertainties and other factors

which could cause actual results to differ materially from historical experience or from future results expressed or implied by such forward-looking

statements. Potential risks and uncertainties include, but are not limited to, economic conditions in the global markets in which FedEx

operates; uncertainty and additional volatility in the global trade environment; FedEx’s ability to successfully implement its business

strategies and global transformation program and network optimization initiatives, including Network 2.0 and Tricolor, effectively respond

to changes in market dynamics, and achieve the anticipated benefits of such strategies and actions; FedEx’s ability to achieve its

cost reduction initiatives and financial performance goals, including its 2029 financial performance targets; FedEx’s ability to

achieve the anticipated benefits of the Spin-Off of FedEx Freight; the possibility of disruption, including changes to existing

business relationships, disputes, litigation, or unanticipated costs in connection with the Spin-Off of FedEx Freight; the timing and

amount of any costs or benefits or any specific outcome, transaction, or change (of which there can be no assurance), or the terms, timing,

and structure thereof, related to FedEx’s global transformation program and other ongoing reviews and initiatives; a significant

data breach or other disruption to FedEx’s technology infrastructure; damage to FedEx’s reputation or loss of brand equity;

FedEx’s ability to meet its labor and purchased transportation needs while controlling related costs; failure of third-party service

providers to perform as expected, or disruptions in FedEx’s relationships with those providers or their provision of services to

FedEx; the effect of any international conflicts or terrorist activities, including as a result of the current conflicts between Russia

and Ukraine and in the Middle East; evolving or new U.S. domestic or international laws and government regulations, policies, and actions,

including regulatory and/or legal compliance requirements that can affect FedEx’s ability to efficiently or fully utilize its aircraft;

changes in fuel prices or currency exchange rates, including significant increases in fuel prices as a result of the ongoing conflicts

between Russia and Ukraine and in the Middle East and other geopolitical and regulatory developments; the effect of intense competition;

FedEx’s ability to match capacity to shifting volume levels; an increase in self-insurance accruals and expenses; loss or delay

in the collection of accounts receivable, including those related to tariffs in light of recent judicial rulings; the effect of technology

developments, including autonomous technology and artificial intelligence; failure to receive or collect expected insurance coverage;

FedEx’s ability to effectively operate, integrate, leverage, and grow acquired businesses and complete and realize the anticipated

benefits of acquisitions and other strategic transactions including FedEx's investment in InPost, as a consortium member, and related

commercial agreements; noncash impairment charges related to FedEx’s goodwill and certain deferred tax assets; the future rate of

e-commerce growth; future guidance, regulations, interpretations, challenges, or judicial decisions related to tariffs and FedEx’s

tax positions; labor-related disruptions; legal challenges or changes related to service providers contracted to conduct certain linehaul

and pickup-and-delivery operations and the drivers providing services on their behalf and the coverage of U.S. employees at Federal Express

Corporation under the Railway Labor Act of 1926, as amended; FedEx’s ability to quickly and effectively restore operations following

adverse weather or a localized disaster or disturbance in a key geography; the effects of a widespread outbreak of an illness or any other

communicable disease or public health crises; any liability resulting from and the costs of defending against litigation, including refunds

of tariffs; FedEx’s ability to achieve or demonstrate progress on its goal of carbon-neutral operations by 2040; successful completion

of stock repurchases; and other factors which can be found in FedEx’s and its subsidiaries’ press releases and FedEx’s

filings with the Securities and Exchange Commission, including FedEx’s Annual Report on Form 10-K for the fiscal year ended May

31, 2025 and subsequent Quarterly Reports on Form 10-Q. Any forward-looking statement speaks only as of the date on which it is made.

FedEx does not undertake or assume any obligation to update or revise any forward-looking statement, whether as a result of new information,

future events, or otherwise.

Contacts

FedEx Corp. Media Contact:

Caitlin Adams Maier

mediarelations@fedex.com

FedEx Corp. Investor Relations Contact:

Jeni Hollander

ir@fedex.com

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