FDX 10-K Annual Report May 31, 2023 | Alphaminr
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FDX 10-K Fiscal year ended May 31, 2023

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FEDEX CORP
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TABLE OF CONTENTS
Part IItem 1. BusinessItem 1A. Risk FactorsItem 1A. RisItem 1B. Unresolved Staff CommentsItem 1B. UnresolveItem 2. PropertiesItem 3. Legal ProceedingsItem 3. LegalItem 4. Mine Safety DisclosuresPart IIItem 5. Market For Registrant S Common Equity, Related Stockholder Matters, and Issuer Purchases Of Equity SecuritiesItem 5. Market For Registrant S Common Equity, Related StocItem 6. [reserved]Item 6. [reItem 7. Management S Discussion and Analysis Of Results Of Operations and Financial ConditionItem 7. Management S Discussion and Analysis OfItem 7A. Quantitative and Qualitative Disclosures About Market RiskItem 7A. Quantitative and QualitatiItem 8. Financial Statements and Supplementary DataItem 8. Financial StatementNote 1: Description Of Business Segments and Summary Of Significant Accounting PoliciesNote 2: Recent Accounting GuidanceNote 3: Credit LossesNote 4: Goodwill and Other Intangible AssetsNote 5: Selected Current LiabilitiesNote 6: Long-term Debt and Other Financing ArrangementsNote 7: LeasesNote 8: Preferred StockNote 9: Accumulated Other Comprehensive Income (loss)Note 10: Stock-based CompensationNote 11: Computation Of Earnings Per ShareNote 12: Income TaxesNote 13: Retirement PlansNote 14: Business Segments and Disaggregated RevenueNote 15: Supplemental Cash Flow InformationNote 16: Guarantees and IndemnificationsNote 17: CommitmentsNote 18: ContingenciesItem 9. Changes in and Disagreements with Accountants on Accounting and Financial DisclosureItem 9. Changes in and Disagreements with AccouItem 9A. Controls and ProceduresItem 9A. ControlsItem 9B. Other InformationItem 9B. OtherItem 9C. Disclosure Regarding Foreign Jurisdictions That Prevent InspectionsItem 9C. DisclosPart IIIItem 10. Directors, Executive Officers, and Corporate GovernanceItem 10. Directors, Executive OffItem 11. Executive CompensationItem 11. ExecutivItem 12. Security Ownership Of Certain Beneficial Owners and Management and Related Stockholder MattersItem 12. Security Ownership Of Certain Beneficial OwnItem 13. Certain Relationships and Related Transactions, and Director IndependenceItem 13. Certain Relationships and RelatedItem 14. Principal Accountant Fees and ServicesItem 14. Principal AccounPart IVItem 15. Exhibits and Financial Statement SchedulesItem 15. Exhibits and FinancItem 16. Form 10-k SummaryItem 16. Form

Exhibits

3.1 Third Amended and Restated Certificate of Incorporation of FedEx. (Filed as Exhibit 3.1 to FedExs Current Report on Form 8-K dated September 26, 2011 and filed September 28, 2011, and incorporated herein by reference.) 3.2 Amended and Restated Bylaws of FedEx. (Filed as Exhibit 3.1 to FedExs Current Report on Form 8-K dated and filed March 6, 2023, and incorporated herein by reference.) * 4.1 Description of Capital Stock and Debt Securities. 4.2 Indenture, dated as of August 8, 2006, between FedEx, the Guarantors named therein and The Bank of New York Mellon Trust Company, N.A. (formerly, The Bank of New York Trust Company, N.A.), as trustee. (Filed as Exhibit 4.3 to FedExs Registration Statement on Form S-3 filed on September 19, 2012, and incorporated herein by reference.) 4.3 Supplemental Indenture No. 3, dated as of July 27, 2012, between FedEx, the Guarantors named therein and The Bank of New York Mellon Trust Company, N.A., as trustee. (Filed as Exhibit 4.5 to FedExs Registration Statement on Form S-3 filed on September 19, 2012, and incorporated herein by reference.) 4.4 Form of 3.875% Note due 2042. (Included in Exhibit 4.5 to FedExs Registration Statement on Form S-3 filed on September 19, 2012, and incorporated herein by reference.) 4.5 Supplemental Indenture No. 4, dated as of April 11, 2013, between FedEx, the Guarantors named therein and The Bank of New York Mellon Trust Company, N.A., as trustee. (Filed as Exhibit 4.1 to FedExs Current Report on Form 8-K dated and filed April 11, 2013, and incorporated herein by reference.) 4.6 Form of 4.10% Note due 2043. (Included in Exhibit 4.1 to FedExs Current Report on Form 8-K dated and filed April 11, 2013, and incorporated herein by reference.) 4.7 Supplemental Indenture No. 5, dated as of January 9, 2014, between FedEx, the Guarantors named therein and The Bank of New York Mellon Trust Company, N.A., as trustee. (Filed as Exhibit 4.1 to FedExs Current Report on Form 8-K dated and filed January 9, 2014, and incorporated herein by reference.) 4.8 Form of 4.900% Note due 2034. (Included in Exhibit 4.1 to FedExs Current Report on Form 8-K dated and filed January 9, 2014, and incorporated herein by reference.) 4.9 Form of 5.100% Note due 2044. (Included in Exhibit 4.1 to FedExs Current Report on Form 8-K dated and filed January 9, 2014, and incorporated herein by reference.) 4.10 Supplemental Indenture No. 6, dated as of January 9, 2015, between FedEx, the Guarantors named therein and The Bank of New York Mellon Trust Company, N.A., as trustee. (Filed as Exhibit 4.1 to FedExs Current Report on Form 8-K dated and filed January 9, 2015, and incorporated herein by reference.) 4.11 Form of 3.900% Note due 2035. (Included in Exhibit 4.1 to FedExs Current Report on Form 8-K dated and filed January 9, 2015, and incorporated herein by reference.) 4.12 Form of 4.100% Note due 2045. (Included in Exhibit 4.1 to FedExs Current Report on Form 8-K dated and filed January 9, 2015, and incorporated herein by reference.) 4.13 Form of 4.500% Note due 2065. (Included in Exhibit 4.1 to FedExs Current Report on Form 8-K dated and filed January 9, 2015, and incorporated herein by reference.) 4.14 Indenture, dated as of October 23, 2015, between FedEx, the Guarantors named therein and Wells Fargo Bank, National Association, as trustee. (Filed as Exhibit 4.1 to FedExs Current Report on Form 8-K dated and filed October 23, 2015, and incorporated herein by reference.) 4.15 Supplemental Indenture No. 1, dated as of October 23, 2015, between FedEx, the Guarantors named therein and Wells Fargo Bank, National Association, as trustee. (Filed as Exhibit 4.2 to FedExs Current Report on Form 8-K dated and filed October 23, 2015, and incorporated herein by reference.) 4.16 Form of 4.750% Note due 2045. (Included in Exhibit 4.2 to FedExs Current Report on Form 8-K dated and filed October 23, 2015, and incorporated herein by reference.) 4.17 Supplemental Indenture No. 2, dated as of March 24, 2016, between FedEx, the Guarantors named therein and Wells Fargo Bank, National Association, as trustee. (Filed as Exhibit 4.2 to FedExs Current Report on Form 8-K dated and filed March 24, 2016, and incorporated herein by reference.) 4.18 Form of 3.250% Note due 2026. (Included in Exhibit 4.2 to FedExs Current Report on Form 8-K dated and filed March 24, 2016, and incorporated herein by reference.) 4.19 Form of 4.550% Note due 2046. (Included in Exhibit 4.2 to FedExs Current Report on Form 8-K dated and filed March 24, 2016, and incorporated herein by reference.) 4.20 Supplemental Indenture No. 3, dated as of April 11, 2016, between FedEx, the Guarantors named therein, Wells Fargo Bank, National Association, as trustee, and Elavon Financial Services Limited, UK Branch, as paying agent. (Filed as Exhibit 4.2 to FedExs Current Report on Form 8-K dated and filed April 11, 2016, and incorporated herein by reference.) 4.21 Form of 1.625% Note due 2027. (Included in Exhibit 4.2 to FedExs Current Report on Form 8-K dated and filed April 11, 2016, and incorporated herein by reference.) 4.22 Supplemental Indenture No. 4, dated as of January 6, 2017, between FedEx, the Guarantors named therein and Wells Fargo Bank, National Association, as trustee. (Filed as Exhibit 4.2 to FedExs Current Report on Form 8-K dated and filed January 6, 2017, and incorporated herein by reference.) 4.23 Form of 4.400% Note due 2047. (Included in Exhibit 4.2 to FedExs Current Report on Form 8-K dated and filed January 6, 2017, and incorporated herein by reference.) 4.24 Supplemental Indenture No. 5, dated as of January 31, 2018, between FedEx, the Guarantors named therein and Wells Fargo Bank, National Association, as trustee. (Filed as Exhibit 4.2 to FedExs Current Report on Form 8-K dated and filed January 31, 2018, and incorporated herein by reference.) 4.25 Form of 3.400% Note due 2028. (Included in Exhibit 4.2 to FedExs Current Report on Form 8-K dated and filed January 31, 2018, and incorporated herein by reference.) 4.26 Form of 4.050% Note due 2048. (Included in Exhibit 4.2 to FedExs Current Report on Form 8-K dated and filed January 31, 2018, and incorporated herein by reference.) 4.27 Supplemental Indenture No. 6, dated as of October 17, 2018, between FedEx, the Guarantors named therein and Wells Fargo Bank, National Association, as trustee. (Filed as Exhibit 4.2 to FedExs Current Report on Form 8-K dated and filed October 17, 2018, and incorporated herein by reference.) 4.28 Form of 4.200% Note due 2028. (Included in Exhibit 4.2 to FedExs Current Report on Form 8-K dated and filed October 17, 2018, and incorporated herein by reference.) 4.29 Form of 4.950% Note due 2048. (Included in Exhibit 4.2 to FedExs Current Report on Form 8-K dated and filed October 17, 2018, and incorporated herein by reference.) 4.30 Supplemental Indenture No. 9, dated as of July 24, 2019, between FedEx, the Guarantors named therein and Wells Fargo Bank, National Association, as trustee. (Filed as Exhibit 4.2 to FedExs Current Report on Form 8-K dated and filed July 24, 2019, and incorporated herein by reference.) 4.31 Form of 3.100% Note due 2029. (Included in Exhibit 4.2 to FedExs Current Report on Form 8-K dated and filed July 24, 2019, and incorporated herein by reference.) 4.32 Supplemental Indenture No. 10, dated as of August 5, 2019, between FedEx, the Guarantors named therein, Wells Fargo Bank, National Association, as trustee, and Elavon Financial Services DAC, UK Branch, as paying agent. (Filed as Exhibit 4.2 to FedExs Current Report on Form 8-K dated and filed August 5, 2019, and incorporated herein by reference.) 4.33 Form of 0.450% Note due 2025. (Included in Exhibit 4.2 to FedExs Current Report on Form 8-K dated and filed August 5, 2019, and incorporated herein by reference.) 4.34 Form of 1.300% Note due 2031. (Included in Exhibit 4.2 to FedExs Current Report on Form 8-K dated and filed August 5, 2019, and incorporated herein by reference.) 4.35 Supplemental Indenture No. 11, dated as of April 7, 2020, between FedEx, the Guarantors named therein and Wells Fargo Bank, National Association, as trustee. (Filed as Exhibit 4.2 to FedExs Current Report on Form 8-K dated and filed April 7, 2020, and incorporated herein by reference.) 4.36 Form of 4.250% Note due 2030. (Included in Exhibit 4.2 to FedExs Current Report on Form 8-K dated and filed April 7, 2020, and incorporated herein by reference.) 4.37 Form of 5.250% Note due 2050. (Included in Exhibit 4.2 to FedExs Current Report on Form 8-K dated and filed April 7, 2020, and incorporated herein by reference.) 4.38 Pass Through Trust Agreement, dated as of August 13, 2020, between FedEx Express and Wilmington Trust Company. (Filed as Exhibit 4.1 to FedExs Current Report on Form 8-K dated and filed August 13, 2020 (the August 13, 2020 Form 8-K), and incorporated herein by reference.) 4.39 Trust Supplement No. 2020-1AA, dated as of August 13, 2020, between FedEx Express and Wilmington Trust Company, as Trustee, to the Pass Through Trust Agreement dated as of August 13, 2020. (Filed as Exhibit 4.2 to the August 13, 2020 Form 8-K, and incorporated herein by reference.) 4.40 Guarantee of FedEx dated August 13, 2020. (Filed as Exhibit 4.3 to the August 13, 2020 Form 8-K, and incorporated herein by reference.) 4.41 Form of Pass Through Trust Certificate, Series 2020-1AA. (Included in Exhibit A to Exhibit 4.2 to the August 13, 2020 Form 8-K, and incorporated herein by reference.) 4.42 Intercreditor Agreement, dated as of August 13, 2020, among Wilmington Trust Company, as Trustee of the FedEx Pass Through Trust 2020-1AA, BNP Paribas, acting through its New York Branch, as Liquidity Provider, and Wilmington Trust Company, as Subordination Agent. (Filed as Exhibit 4.5 to the August 13, 2020 Form 8-K, and incorporated herein by reference.) 4.43 Revolving Credit Agreement (2020-1AA), dated as of August 13, 2020, between Wilmington Trust Company, as Subordination Agent, agent and trustee for the trustee of the FedEx Pass Through Trust 2020-1AA and as Borrower, and BNP Paribas, acting through its New York Branch, as Liquidity Provider (the Liquidity Provider Revolving Credit Agreement). (Filed as Exhibit 4.6 to the August 13, 2020 Form 8-K, and incorporated herein by reference.) *4.44 Amendment No. 1, dated May 22, 2023, to the Liquidity Provider Revolving Credit Agreement. ** 4.45 Participation Agreement (N126FE), dated as of August 13, 2020, among FedEx Express, Wilmington Trust Company, as Pass Through Trustee under the Pass Through Trust Agreements, Wilmington Trust Company, as Subordination Agent, Wilmington Trust Company, as Loan Trustee, and Wilmington Trust Company, in its individual capacity as set forth therein. (Filed as Exhibit 4.7 to the August 13, 2020 Form 8-K, and incorporated herein by reference.) *** 4.46 Participation Agreement (N869FD), dated as of August 13, 2020, among FedEx Express, Wilmington Trust Company, as Pass Through Trustee under the Pass Through Trust Agreements, Wilmington Trust Company, as Subordination Agent, Wilmington Trust Company, as Loan Trustee, and Wilmington Trust Company, in its individual capacity as set forth therein. (Filed as Exhibit 4.8 to the August 13, 2020 Form 8-K, and incorporated herein by reference.) **4.47 Indenture and Security Agreement (N126FE), dated as of August 13, 2020, between FedEx Express and Wilmington Trust Company, as Loan Trustee. (Filed as Exhibit 4.9 to the August 13, 2020 Form 8-K, and incorporated herein by reference.) ***4.48 Indenture and Security Agreement (N869FD), dated as of August 13, 2020, between FedEx Express and Wilmington Trust Company, as Loan Trustee. (Filed as Exhibit 4.10 to the August 13, 2020 Form 8-K, and incorporated herein by reference.) 4.49 Form of Series 2020-1AA Equipment Notes. (Included in Exhibit 4.9 to the August 13, 2020 Form 8-K, and incorporated herein by reference.) 4.50 Supplemental Indenture No. 12, dated as of April 29, 2021, between FedEx, the Guarantors named therein and Wells Fargo Bank, National Association, as trustee. (Filed as Exhibit 4.2 to FedExs Current Report on Form 8-K dated and filed April 29, 2021, and incorporated herein by reference.) 4.51 Form of 2.400% Note due 2031. (Included in Exhibit 4.2 to FedExs Current Report on Form 8-K dated and filed April 29, 2021, and incorporated herein by reference.) 4.52 Form of 3.250% Note due 2041. (Included in Exhibit 4.2 to FedExs Current Report on Form 8-K dated and filed April 29, 2021, and incorporated herein by reference.) 4.53 Supplemental Indenture No. 13, dated as of May 4, 2021, between FedEx, the Guarantors named therein, Wells Fargo Bank, National Association, as trustee, and Elavon Financial Services DAC, UK Branch, as paying agent. (Filed as Exhibit 4.2 to FedExs Current Report on Form 8-K dated and filed May 4, 2021, and incorporated herein by reference.) 4.54 Form of 0.450% Note due 2029. (Included in Exhibit 4.2 to FedExs Current Report on Form 8-K dated and filed May 4, 2021, and incorporated herein by reference.) 4.55 Form of 0.950% Note due 2033. (Included in Exhibit 4.2 to FedExs Current Report on Form 8-K dated and filed May 4, 2021, and incorporated herein by reference.) 4.56 Succession Agreement, dated as of December 13, 2021, among FedEx, the guarantors named therein, The Bank of New York Mellon Trust Company, N.A., and U.S. Bank National Association. (Filed as Exhibit 4.1 to FedExs Current Report on Form 8-K dated December 13, 2021 and filed December 16, 2021, and incorporated herein by reference.) 4.57 Succession Agreement, dated as of December 13, 2021, among FedEx, the guarantors named therein, Computershare Trust Company, N.A., as agent for Wells Fargo Bank, National Association, and U.S. Bank National Association. (Filed as Exhibit 4.2 to FedExs Current Report on Form 8-K dated December 13, 2021 and filed December 16, 2021, and incorporated herein by reference.) 10.1 Composite Lease Agreement dated May 21, 2007 (but effective as of January 1, 2007) between the Memphis-Shelby County Airport Authority and FedEx Express (the Composite Lease Agreement). (Filed as Exhibit 10.1 to FedExs FY07 Annual Report on Form 10-K, and incorporated herein by reference.) 10.2 First Amendment dated December 29, 2009 (but effective as of September 1, 2008) to the Composite Lease Agreement. (Filed as Exhibit 10.1 to FedExs FY10 Third Quarter Report on Form 10-Q, and incorporated herein by reference.) 10.3 Second Amendment dated March 30, 2010 (but effective as of June 1, 2009) and Third Amendment dated April 27, 2010 (but effective as of July 1, 2009), each to the Composite Lease Agreement. (Filed as Exhibit 10.3 to FedExs FY10 Annual Report on Form 10-K, and incorporated herein by reference.) 10.4 Fourth Amendment dated December 22, 2011 (but effective as of December 15, 2011) to the Composite Lease Agreement. (Filed as Exhibit 10.4 to FedExs FY12 Third Quarter Report on Form 10-Q, and incorporated herein by reference.) 10.5 Fifth Amendment dated December 19, 2012 (but effective as of January 1, 2013) to the Composite Lease Agreement. (Filed as Exhibit 10.5 to FedExs FY13 Third Quarter Report on Form 10-Q, and incorporated herein by reference.) 10.6 Sixth Amendment dated September 19, 2013 (but effective as of July 1, 2014) to the Composite Lease Agreement. (Filed as Exhibit 10.5 to FedExs FY14 Second Quarter Report on Form 10-Q, and incorporated herein by reference.) 10.7 Seventh Amendment dated June 1, 2016 (but effective as of April 1, 2016) to the Composite Lease Agreement. (Filed as Exhibit 10.7 to FedExs FY16 Annual Report on Form 10-K, and incorporated herein by reference.) 10.8 Eighth Amendment dated July 29, 2016 (but effective as of April 1, 2017) to the Composite Lease Agreement. (Filed as Exhibit 10.14 to FedExs FY17 First Quarter Report on Form 10-Q, and incorporated herein by reference.) 10.9 Ninth Amendment dated August 14, 2017 (but effective as of September 1, 2017) to the Composite Lease Agreement. (Filed as Exhibit 10.9 to FedExs FY18 First Quarter Report on Form 10-Q, and incorporated herein by reference.) 10.10 Tenth Amendment dated May 22, 2018 (but effective as of May 1, 2018) to the Composite Lease Agreement. (Filed as Exhibit 10.10 to FedExs FY18 Annual Report on Form 10-K, and incorporated herein by reference.) 10.11 Eleventh Amendment dated January 22, 2019 (but effective as of January 1, 2019) to the Composite Lease Agreement. (Filed as Exhibit 10.9 to FedExs FY19 Third Quarter Report on Form 10-Q, and incorporated herein by reference.) 10.12 Twelfth Amendment dated April 9, 2019 (but effective as of April 1, 2019) to the Composite Lease Agreement. (Filed as Exhibit 10.12 to FedExs FY19 Annual Report on Form 10-K, and incorporated herein by reference.) 10.13 Thirteenth Amendment dated and effective July 26, 2021 to the Composite Lease Agreement. (Filed as Exhibit 10.3 to FedExs FY22 First Quarter Report on Form 10-Q, and incorporated herein by reference.) 10.14 Fourteenth Amendment dated March 14, 2022 (but effective as of February 1, 2022) to the Composite Lease Agreement. (Filed as Exhibit 10.14 to FedExs FY22 Annual Report on Form 10-K, and incorporated herein by reference.) 10.15 Fifteenth Amendment dated and effective May 19, 2022 to the Composite Lease Agreement. (Filed as Exhibit 10.15 to FedExs FY22 Annual Report on Form 10-K, and incorporated herein by reference.) *10.16 Sixteenth Amendment dated June 27, 2023 (but effective as of May 1, 2023) to the Composite Lease Agreement. ^10.17 Boeing 777 Freighter Purchase Agreement dated as of November 7, 2006 between The Boeing Company and FedEx Express (the Boeing 777 Freighter Purchase Agreement). (Filed as Exhibit 10.16 to FedExs FY22 Annual Report on Form 10-K, and incorporated herein by reference.) 10.18 Supplemental Agreement No. 1 dated as of June 16, 2008, amending the Boeing 777 Freighter Purchase Agreement. (Filed as Exhibit 10.13 to FedExs FY08 Annual Report on Form 10-K, and incorporated herein by reference.) 10.19 Supplemental Agreement No. 2 dated as of July 14, 2008 to the Boeing 777 Freighter Purchase Agreement. (Filed as Exhibit 10.3 to FedExs FY09 Second Quarter Report on Form 10-Q, and incorporated herein by reference.) ^10.20 Supplemental Agreement No. 3 dated as of December 15, 2008 (and related side letters) to the Boeing 777 Freighter Purchase Agreement. (Filed as Exhibit 10.19 to FedExs FY22 Annual Report on Form 10-K, and incorporated herein by reference.) ^10.21 Supplemental Agreement No. 4 dated as of January 9, 2009 (and related side letters) to the Boeing 777 Freighter Purchase Agreement. (Filed as Exhibit 10.20 to FedExs FY22 Annual Report on Form 10-K, and incorporated herein by reference.) ^10.22 Side letters dated May 29, 2009 and May 19, 2009, each amending the Boeing 777 Freighter Purchase Agreement. (Filed as Exhibit 10.21 to FedExs FY22 Annual Report on Form 10-K, and incorporated herein by reference.) ^10.23 Supplemental Agreement No. 5 dated as of January 11, 2010 to the Boeing 777 Freighter Purchase Agreement. (Filed as Exhibit 10.22 to FedExs FY22 Annual Report on Form 10-K, and incorporated herein by reference.) ^10.24 Supplemental Agreement No. 6 dated as of March 17, 2010, Supplemental Agreement No. 7 dated as of March 17, 2010, and Supplemental Agreement No. 8 (and related side letters) dated as of April 30, 2010, each amending the Boeing 777 Freighter Purchase Agreement. (Filed as Exhibit 10.23 to FedExs FY22 Annual Report on Form 10-K, and incorporated herein by reference.) ^10.25 Supplemental Agreement No. 9 dated as of June 18, 2010, Supplemental Agreement No. 10 dated as of June 18, 2010, Supplemental Agreement No. 11 (and related side letter) dated as of August 19, 2010, and Supplemental Agreement No. 13 (and related side letter) dated as of August 27, 2010, each amending the Boeing 777 Freighter Purchase Agreement. (Filed as Exhibit 10.24 to FedExs FY22 Annual Report on Form 10-K, and incorporated herein by reference.) ^10.26 Supplemental Agreement No. 12 (and related side letter) dated as of September 3, 2010, Supplemental Agreement No. 14 (and related side letter) dated as of October 25, 2010, and Supplemental Agreement No. 15 (and related side letter) dated as of October 29, 2010, each amending the Boeing 777 Freighter Purchase Agreement. (Filed as Exhibit 10.25 to FedExs FY22 Annual Report on Form 10-K, and incorporated herein by reference.) ^10.27 Supplemental Agreement No. 16 (and related side letters) dated as of January 31, 2011, and Supplemental Agreement No. 17 dated as of February 14, 2011, each amending the Boeing 777 Freighter Purchase Agreement. (Filed as Exhibit 10.26 to FedExs FY22 Annual Report on Form 10-K, and incorporated herein by reference.) ^10.28 Supplemental Agreement No. 18 (and related side letter) dated as of March 30, 2011, amending the Boeing 777 Freighter Purchase Agreement. (Filed as Exhibit 10.27 to FedExs FY22 Annual Report on Form 10-K, and incorporated herein by reference.) ^10.29 Supplemental Agreement No. 19 (and related side letter) dated as of October 27, 2011, amending the Boeing 777 Freighter Purchase Agreement. (Filed as Exhibit 10.28 to FedExs FY22 Annual Report on Form 10-K, and incorporated herein by reference.) ^10.30 Supplemental Agreement No. 20 (and related side letters) dated as of December 14, 2011, amending the Boeing 777 Freighter Purchase Agreement. (Filed as Exhibit 10.29 to FedExs FY22 Annual Report on Form 10-K, and incorporated herein by reference.) ^10.31 Supplemental Agreement No. 21 dated as of June 29, 2012, amending the Boeing 777 Freighter Purchase Agreement. (Filed as Exhibit 10.30 to FedExs FY22 Annual Report on Form 10-K, and incorporated herein by reference.) ^10.32 Supplemental Agreement No. 22 (and related side letters) dated as of December 11, 2012, amending the Boeing 777 Freighter Purchase Agreement. (Filed as Exhibit 10.31 to FedExs FY22 Annual Report on Form 10-K, and incorporated herein by reference.) ^10.33 Supplemental Agreement No. 23 (and related side letters) dated as of December 10, 2013, amending the Boeing 777 Freighter Purchase Agreement. (Filed as Exhibit 10.32 to FedExs FY22 Annual Report on Form 10-K, and incorporated herein by reference.) ^10.34 Supplemental Agreement No. 24 (and related side letters) dated as of May 4, 2016, amending the Boeing 777 Freighter Purchase Agreement. (Filed as Exhibit 10.33 to FedExs FY22 Annual Report on Form 10-K, and incorporated herein by reference.) ^10.35 Supplemental Agreement No. 25 (and related side letters) dated as of June 10, 2016, amending the Boeing 777 Freighter Purchase Agreement. (Filed as Exhibit 10.34 to FedExs FY22 Annual Report on Form 10-K, and incorporated herein by reference.) ^10.36 Supplemental Agreement No. 26 (and related side letter) dated as of February 10, 2017, amending the Boeing 777 Freighter Purchase Agreement. (Filed as Exhibit 10.35 to FedExs FY22 Annual Report on Form 10-K, and incorporated herein by reference.) ^10.37 Supplemental Agreement No. 27 (and related side letter) dated as of October 12, 2017, amending the Boeing 777 Freighter Purchase Agreement. (Filed as Exhibit 10.36 to FedExs FY22 Annual Report on Form 10-K, and incorporated herein by reference.) ^10.38 Supplemental Agreement No. 28 (and related side letter) dated as of January 26, 2018, amending the Boeing 777 Freighter Purchase Agreement. (Filed as Exhibit 10.37 to FedExs FY22 Annual Report on Form 10-K, and incorporated herein by reference.) ^10.39 Supplemental Agreement No. 29 (and related side letters) dated as of February 2, 2018, amending the Boeing 777 Freighter Purchase Agreement. (Filed as Exhibit 10.38 to FedExs FY22 Annual Report on Form 10-K, and incorporated herein by reference.) ^10.40 Letter Agreement dated as of March 16, 2018, amending the Boeing 777 Freighter Purchase Agreement. (Filed as Exhibit 10.39 to FedExs FY22 Annual Report on Form 10-K, and incorporated herein by reference.) ^10.41 Supplemental Agreement No. 30 (and related side letters) dated as of June 18, 2018, amending the Boeing 777 Freighter Purchase Agreement. (Filed as Exhibit 10.40 to FedExs FY22 Annual Report on Form 10-K, and incorporated herein by reference.) ^10.42 Supplemental Agreement No. 31 dated as of September 14, 2018, amending the Boeing 777 Freighter Purchase Agreement. (Filed as Exhibit 10.41 to FedExs FY22 Annual Report on Form 10-K, and incorporated herein by reference.) ^10.43 Letter Agreement dated as of September 14, 2018, amending the Boeing 777 Freighter Purchase Agreement. (Filed as Exhibit 10.42 to FedExs FY22 Annual Report on Form 10-K, and incorporated herein by reference.) ^10.44 Letter Agreement dated as of July 9, 2019, amending the Boeing 777 Freighter Purchase Agreement. (Filed as Exhibit 10.5 to FedExs FY20 First Quarter Report on Form 10-Q, and incorporated herein by reference.) ^10.45 Letter Agreement dated as of December 19, 2019, amending the Boeing 777 Freighter Purchase Agreement and the Boeing 767-3S2 Freighter Purchase Agreement dated as of December 14, 2011 between The Boeing Company and FedEx Express (the Boeing 767-3S2 Freighter Purchase Agreement). (Filed as Exhibit 10.8 to FedExs FY20 Third Quarter Report on Form 10-Q, and incorporated herein by reference.) ^10.46 Letter Agreement dated as of February 7, 2020, amending the Boeing 777 Freighter Purchase Agreement. (Filed as Exhibit 10.9 to FedExs FY20 Third Quarter Report on Form 10-Q, and incorporated herein by reference.) ^10.47 Supplemental Agreement No. 32 (and related side letters) dated as of February 28, 2020, amending the Boeing 777 Freighter Purchase Agreement. (Filed as Exhibit 10.10 to FedExs FY20 Third Quarter Report on Form 10-Q, and incorporated herein by reference.) ^10.48 Letter Agreement dated as of May 25, 2021, amending the Boeing 777 Freighter Purchase Agreement. (Filed as Exhibit 10.44 to FedExs FY21 Annual Report on Form 10-K, and incorporated herein by reference.) ^10.49 Supplemental Agreement No. 33 (and related side letter) dated as of December 30, 2020, amending the Boeing 777 Freighter Purchase Agreement. (Filed as Exhibit 10.1 to FedExs FY22 Second Quarter Report on Form 10-Q, and incorporated herein by reference.) ^10.50 Letter Agreement dated as of October 1, 2021, amending the Boeing 777 Freighter Purchase Agreement. (Filed as Exhibit 10.2 to FedExs FY22 Second Quarter Report on Form 10-Q, and incorporated herein by reference.) ^10.51 Supplemental Agreement No. 34 (and related side letters) dated as of October 13, 2021, amending the Boeing 777 Freighter Purchase Agreement. (Filed as Exhibit 10.3 to FedExs FY22 Second Quarter Report on Form 10-Q, and incorporated herein by reference.) ^10.52 Supplemental Agreement No. 35 (and related side letters) dated as of December 10, 2021, amending the Boeing 777 Freighter Purchase Agreement. (Filed as Exhibit 10.1 to FedExs FY22 Third Quarter Report on Form 10-Q, and incorporated herein by reference.) 10.53 Supplemental Agreement No. 36 (and related side letters) dated as of June 1, 2022, amending the Boeing 777 Freighter Purchase Agreement. (Filed as Exhibit 10.52 to FedExs FY22 Annual Report on Form 10-K, and incorporated herein by reference.) ^10.54 Letter Agreement dated as of December 15, 2022, amending the Boeing 777 Freighter Purchase Agreement and the Boeing 767-3S2 Freighter Purchase Agreement. (Filed as Exhibit 10.1 to FedExs FY23 Third Quarter Report on Form 10-Q, and incorporated herein by reference.) *^10.55 Letter Agreement dated as of May 23, 2023, amending the Boeing 777 Freighter Purchase Agreement. ^10.56 The Boeing 767-3S2 Freighter Purchase Agreement. (Filed as Exhibit 10.53 to FedExs FY22 Annual Report on Form 10-K, and incorporated herein by reference.) ^10.57 Supplemental Agreement No. 1 (and related side letters) dated as of June 29, 2012, amending the Boeing 767-3S2 Freighter Purchase Agreement. (Filed as Exhibit 10.54 to FedExs FY22 Annual Report on Form 10-K, and incorporated herein by reference.) ^10.58 Supplemental Agreement No. 2 dated as of October 8, 2012, amending the Boeing 767-3S2 Freighter Purchase Agreement. (Filed as Exhibit 10.55 to FedExs FY22 Annual Report on Form 10-K, and incorporated herein by reference.) ^10.59 Supplemental Agreement No. 3 (and related side letters) dated as of December 11, 2012, amending the Boeing 767-3S2 Freighter Purchase Agreement. (Filed as Exhibit 10.56 to FedExs FY22 Annual Report on Form 10-K, and incorporated herein by reference.) ^10.60 Supplemental Agreement No. 4 (and related side letter) dated as of December 10, 2013, amending the Boeing 767-3S2 Freighter Purchase Agreement. (Filed as Exhibit 10.57 to FedExs FY22 Annual Report on Form 10-K, and incorporated herein by reference.) ^10.61 Supplemental Agreement No. 5 (and related side letters) dated as of September 29, 2014, amending the Boeing 767-3S2 Freighter Purchase Agreement. (Filed as Exhibit 10.58 to FedExs FY22 Annual Report on Form 10-K, and incorporated herein by reference.) ^10.62 Letter Agreement dated as of January 22, 2015, amending the Boeing 767-3S2 Freighter Purchase Agreement. (Filed as Exhibit 10.59 to FedExs FY22 Annual Report on Form 10-K, and incorporated herein by reference.) ^10.63 Supplemental Agreement No. 6 (and related side letters) dated as of July 21, 2015, amending the Boeing 767-3S2 Freighter Purchase Agreement. (Filed as Exhibit 10.60 to FedExs FY22 Annual Report on Form 10-K, and incorporated herein by reference.) ^10.64 Supplemental Agreement No. 7 dated as of April 18, 2016, amending the Boeing 767-3S2 Freighter Purchase Agreement. (Filed as Exhibit 10.61 to FedExs FY22 Annual Report on Form 10-K, and incorporated herein by reference.) ^10.65 Supplemental Agreement No. 8 (and related side letters) dated as of June 10, 2016, amending the Boeing 767-3S2 Freighter Purchase Agreement. (Filed as Exhibit 10.62 to FedExs FY22 Annual Report on Form 10-K, and incorporated herein by reference.) ^10.66 Supplemental Agreement No. 9 dated as of February 16, 2017, amending the Boeing 767-3S2 Freighter Purchase Agreement. (Filed as Exhibit 10.63 to FedExs FY22 Annual Report on Form 10-K, and incorporated herein by reference.) ^10.67 Supplemental Agreement No. 10 dated as of May 10, 2017, amending the Boeing 767-3S2 Freighter Purchase Agreement. (Filed as Exhibit 10.64 to FedExs FY22 Annual Report on Form 10-K, and incorporated herein by reference.) ^10.68 Supplemental Agreement No. 11 (and related side letters) dated as of June 18, 2018, amending the Boeing 767-3S2 Freighter Purchase Agreement. (Filed as Exhibit 10.65 to FedExs FY22 Annual Report on Form 10-K, and incorporated herein by reference.) ^10.69 Letter Agreement dated as of May 10, 2019, amending the Boeing 767-3S2 Freighter Purchase Agreement. (Filed as Exhibit 10.53 to FedExs FY19 Annual Report on Form 10-K, and incorporated herein by reference.) ^10.70 Letter Agreement dated as of May 29, 2019, amending the Boeing 767-3S2 Freighter Purchase Agreement. (Filed as Exhibit 10.54 to FedExs FY19 Annual Report on Form 10-K, and incorporated herein by reference.) ^10.71 Letter Agreement dated as of May 29, 2019, amending the Boeing 767-3S2 Freighter Purchase Agreement and the Boeing 777 Freighter Purchase Agreement. (Filed as Exhibit 10.55 to FedExs FY19 Annual Report on Form 10-K, and incorporated herein by reference.) ^10.72 Supplemental Agreement No. 12 (and related side letters) dated as of June 24, 2019, amending the Boeing 767-3S2 Freighter Purchase Agreement. (Filed as Exhibit 10.6 to FedExs FY20 First Quarter Report on Form 10-Q, and incorporated herein by reference.) ^10.73 Letter Agreement dated as of July 9, 2019, amending the Boeing 767-3S2 Freighter Purchase Agreement. (Filed as Exhibit 10.7 to FedExs FY20 First Quarter Report on Form 10-Q, and incorporated herein by reference.) ^10.74 Supplemental Agreement No. 13 dated as of September 4, 2019, amending the Boeing 767-3S2 Freighter Purchase Agreement. (Filed as Exhibit 10.6 to FedExs FY20 Second Quarter Report on Form 10-Q, and incorporated herein by reference.) ^10.75 Letter Agreement dated as of December 19, 2019, amending the Boeing 767-3S2 Freighter Purchase Agreement. (Filed as Exhibit 10.11 to FedExs FY20 Third Quarter Report on Form 10-Q, and incorporated herein by reference.) ^10.76 Letter Agreement dated as of January 30, 2020, amending the Boeing 767-3S2 Freighter Purchase Agreement. (Filed as Exhibit 10.12 to FedExs FY20 Third Quarter Report on Form 10-Q, and incorporated herein by reference.) ^10.77 Supplemental Agreement No. 14 (and related side letters) dated as of February 28, 2020, amending the Boeing 767-3S2 Freighter Purchase Agreement. (Filed as Exhibit 10.13 to FedExs FY20 Third Quarter Report on Form 10-Q, and incorporated herein by reference.) ^10.78 Supplemental Agreement No. 15 (and related side letters) dated as of June 25, 2020, amending the Boeing 767-3S2 Freighter Purchase Agreement. (Filed as Exhibit 10.4 to FedExs FY21 First Quarter Report on Form 10-Q, and incorporated herein by reference.) ^10.79 Letter Agreement dated as of May 28, 2021, amending the Boeing 767-3S2 Freighter Purchase Agreement. (Filed as Exhibit 10.68 to FedExs FY21 Annual Report on Form 10-K, and incorporated herein by reference.) ^10.80 Letter Agreement dated as of June 8, 2021, amending the Boeing 767-3S2 Freighter Purchase Agreement. (Filed as Exhibit 10.1 to FedExs FY22 First Quarter Report on Form 10-Q, and incorporated herein by reference.) ^10.81 Supplemental Agreement No. 16 (and related side letters) dated as of June 22, 2021, amending the Boeing 767-3S2 Freighter Purchase Agreement. (Filed as Exhibit 10.2 to FedExs FY22 First Quarter Report on Form 10-Q, and incorporated herein by reference.) ^10.82 Letter Agreement dated as of January 31, 2023, amending the Boeing 767-3S2 Freighter Purchase Agreement. (Filed as Exhibit 10.2 to FedExs FY23 Third Quarter Report on Form 10-Q, and incorporated herein by reference.) *^10.83 Letter Agreement dated as of May 31, 2023, amending the Boeing 767-3S2 Freighter Purchase Agreement. 10.84 Second Amended and Restated Five-Year Credit Agreement (the Five-Year Credit Agreement) dated as of March 16, 2021, among FedEx, JPMorgan Chase Bank, N.A., individually and as administrative agent, and other financial institutions. (Filed as Exhibit 10.69 to FedExs FY21 Annual Report on Form 10-K, and incorporated herein by reference). 10.85 First Amendment to Five-Year Credit Agreement dated as of March 15, 2022. (Filed as Exhibit 10.80 to FedExs FY22 Annual Report on Form 10-K, and incorporated herein by reference.) 10.86 Three-Year Credit Agreement dated as of March 15, 2022, among FedEx, JPMorgan Chase Bank, N.A., individually and as administrative agent, and other financial institutions. (Filed as Exhibit 10.81 to FedExs FY22 Annual Report on Form 10-K, and incorporated herein by reference.) 10.87 FedEx Incentive Stock Plan, as amended. (Filed as Exhibit 4.1 to FedExs Registration Statement No. 333-156333 on Form S-8, and incorporated herein by reference.) 10.88 Amendment to the FedEx Incentive Stock Plan, as amended. (Filed as Exhibit 4.2 to FedExs Registration Statement No. 333-156333 on Form S-8, and incorporated herein by reference.) 10.89 Form of Terms and Conditions of stock option grant pursuant to the FedEx Incentive Stock Plan, as amended. (Filed as Exhibit 4.3 to FedExs Registration Statement No. 333-156333 on Form S-8, and incorporated herein by reference.) 10.90 Form of Restricted Stock Agreement pursuant to the FedEx Incentive Stock Plan, as amended. (Filed as Exhibit 4.4 to FedExs Registration Statement No. 333-156333 on Form S-8, and incorporated herein by reference.) 10.91 FedEx Incentive Stock Plan 2005 Inland Revenue Approved Sub-Plan for the United Kingdom. (Filed as Exhibit 4.2 to FedExs Registration Statement No. 333-130619 on Form S-8, and incorporated herein by reference.) 10.92 Form of Share Option Agreement pursuant to the FedEx Incentive Stock Plan 2005 Inland Revenue Approved Sub-Plan for the United Kingdom. (Filed as Exhibit 4.3 to FedExs Registration Statement No. 333-130619 on Form S-8, and incorporated herein by reference.) 10.93 Amendment to the Incentive Stock Plan, as amended. (Filed as Exhibit 10.48 to FedExs FY10 Annual Report on Form 10-K, and incorporated herein by reference.) 10.94 Amendment to the Incentive Stock Plan. (Filed as Exhibit 10.2 to FedExs FY11 Third Quarter Report on Form 10-Q, and incorporated herein by reference.) 10.95 FedEx 2010 Omnibus Stock Incentive Plan, as amended (the 2010 Omnibus Stock Incentive Plan). (Filed as Exhibit 10.12 to FedExs FY18 Second Quarter Report on Form 10-Q, and incorporated herein by reference.) 10.96 Form of Terms and Conditions of stock option grant pursuant to the 2010 Omnibus Stock Incentive Plan. (Filed as Exhibit 4.4 to FedExs Registration Statement No. 333-171232 on Form S-8, and incorporated herein by reference.) 10.97 Form of Terms and Conditions of restricted stock grant pursuant to the 2010 Omnibus Stock Incentive Plan. (Filed as Exhibit 4.5 to FedExs Registration Statement No. 333-171232 on Form S-8, and incorporated herein by reference). 10.98 Form of Restricted Stock Agreement pursuant to the 2010 Omnibus Stock Incentive Plan. (Filed as Exhibit 4.5 to FedExs Registration Statement No. 333-192957 on Form S-8, and incorporated herein by reference). 10.99 FedEx 2019 Omnibus Stock Incentive Plan, as amended (the 2019 Omnibus Stock Incentive Plan). (Filed as Appendix D to FedExs Definitive Proxy Statement filed August 8, 2022, and incorporated herein by reference.) 10.100 Form of Terms and Conditions of Stock Option Grant for U.S. Employees pursuant to the 2019 Omnibus Stock Incentive Plan. (Filed as Exhibit 99.2 to FedExs Registration Statement No. 333-234010 on Form S-8, and incorporated herein by reference.) 10.101 Form of Stock Option Agreement for Non-U.S. Participants pursuant to the 2019 Omnibus Stock Incentive Plan. (Filed as Exhibit 99.3 to FedExs Registration Statement No. 333-234010 on Form S-8, and incorporated herein by reference). 10.102 Form of Stock Option Agreement for Non-Management Members of the Board of Directors pursuant to the 2019 Omnibus Stock Incentive Plan. (Filed as Exhibit 99.4 to FedExs Registration Statement No. 333-234010 on Form S-8, and incorporated herein by reference). 10.103 Form of Restricted Stock Agreement for U.S. Participants pursuant to the 2019 Omnibus Stock Incentive Plan. (Filed as Exhibit 99.5 to FedExs Registration Statement No. 333-234010 on Form S-8, and incorporated herein by reference). 10.104 Form of Restricted Stock Agreement for Non-U.S. Participants pursuant to the 2019 Omnibus Stock Incentive Plan. (Filed as Exhibit 99.6 to FedExs Registration Statement No. 333-234010 on Form S-8, and incorporated herein by reference). 10.105 Amended and Restated FedEx Retirement Parity Pension Plan, effective June 15, 2020. (Filed as Exhibit 10.5 to FedExs FY21 First Quarter Report on Form 10-Q, and incorporated herein by reference.) 10.106 FedEx Express Supplemental Long Term Disability Plan and Amendment to the Plan. (Filed as Exhibit 10.56 to FedExs FY11 Annual Report on Form 10-K, and incorporated herein by reference.) 10.107 FedEx Office Supplemental Retirement Plan dated December 30, 2019 (but effective as of January 1, 2020). (Filed as Exhibit 10.102 to FedExs FY22 Annual Report on Form 10-K, and incorporated herein by reference.) 10.108 First Amendment to FedEx Office Supplemental Retirement Plan dated December 22, 2021 (but effective as of January 1, 2021). (Filed as Exhibit 10.103 to FedExs FY22 Annual Report on Form 10-K, and incorporated herein by reference.) 10.109 Second Amendment to FedEx Office Supplemental Retirement Plan dated June 20, 2022 (but effective as of August 1, 2022). (Filed as Exhibit 10.104 to FedExs FY22 Annual Report on Form 10-K, and incorporated herein by reference.) 10.110 FedExs Amended and Restated Retirement Plan for Outside Directors. (Filed as Exhibit 10.2 to FedExs FY09 Second Quarter Report on Form 10-Q, and incorporated herein by reference.) 10.111 Form of Management Retention Agreement between FedEx and each of Frederick W. Smith, Rajesh Subramaniam, Mark R. Allen, Tracy B. Brightman, Brie A. Carere, Robert B. Carter, Sriram Krishnasamy, Michael C. Lenz, and John A. Smith. (Filed as Exhibit 10.5 to FedExs FY10 Third Quarter Report on Form 10-Q, and incorporated herein by reference.) 10.113 Separation and Release Agreement, dated June 19, 2023, between FedEx and Michael C. Lenz (Filed as Exhibit 10.1 to FedExs Current Report on Form 8-K dated June 16, 2023 and filed June 20, 2023, and incorporated herein by reference.) *21 Subsidiaries of Registrant. *22 List of Guarantor Subsidiaries. *23 Consent of Independent Registered Public Accounting Firm. *31.1 Certification of Principal Executive Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. *31.2 Certification of Principal Financial Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. *32.1 Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. *32.2 Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. **99.1 Schedule I related to the FedEx Express Pass Through Certificates, Series 2020-1AA (the Certificates). (Filed as Exhibit 99.1 to the August 13, 2020 Form 8-K, and incorporated herein by reference). ***99.2 Schedule II related to the Certificates. (Filed as Exhibit 99.2 to the August 13, 2020 Form 8-K, and incorporated herein by reference).