FEDEX CORP — Director's Dealing 2012

Dec 21, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: FEDEX CORP (FDX)
CIK: 0001048911
Period of Report: 2012-12-20

Reporting Person: GRAF ALAN B JR (EVP CHIEF FINANCIAL OFF)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-12-20	Common Stock	M	1549	$64.53	Acquired	142824	Direct
2012-12-20	Common Stock	M	63451	$64.53	Acquired	206275	Direct
2012-12-20	Common Stock	S	53000	$92.5216	Disposed	153275	Direct
2012-12-20	Common Stock	S	12000	$93.1703	Disposed	141275	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-12-20	Incentive Stock Option (Right to Buy)	$64.53	M	1549	Disposed	2013-06-02	Common Stock (1549)	Direct
2012-12-20	Non-qualified Stock Option (Right to Buy)	$64.53	M	63451	Disposed	2013-06-02	Common Stock (63451)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	20000	Indirect
Common Stock	7400	Indirect
Common Stock	437	Indirect
Common Stock	20000	Indirect

Footnotes

F1: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $92.09 to $93.00, inclusive. The reporting person undertakes to provide to FedEx Corporation, any security holder of FedEx Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote to this Form 4.

F2: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $93.02 to $93.25, inclusive. The reporting person undertakes to provide to FedEx Corporation, any security holder of FedEx Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote to this Form 4.

F3: Ownership has been adjusted to reflect dividend paid to all holders of record.

F4: These options first exercisable one year from date of grant.