Page1of2 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ⌧ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OFTHE SECURITIES EXCHANGE ACT OF1934 For the fiscal year ended May 31, 2002. OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OFTHE SECURITIES EXCHANGE ACT OF1934 For the transition period from to . Commission file number 1-15829 FEDEX CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 62-1721435 (State or Other Jurisdiction of (I.R.S. Employer Incorporation or Organization) Identification No.) 942 South Shady Grove Road, Memphis, Tennessee 38120 (Address of Principal Executive Offices) (Zip Code) Registrant’s telephone number, including area code: (901) 818-7500 Securities registered pursuant to Section 12(b) of the Act: Title of each class Name of each exchange on which registered Common Stock, par value $.10 per share New York Stock Exchange Securities registered pursuant to Section 12(g) of the Act: None Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ⌧ No Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§ 229.405 of this chapter) is not contained herein, and will not be contained, to the best of Registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. As of July 15, 2002, 297,626,098 shares of the Registrant’s common stock were outstanding and the aggregate market value of Page2of2 the voting stock held by non-affiliates of the Registrant (based on the closing sale price of such stock on the New York Stock Exchange) was approximately $13.9 billion. DOCUMENTS INCORPORATED BY REFERENCE Portions of the Registrant’s definitive proxy statement to be delivered to stockholders in connection with the 2002 annual meeting of stockholders to be held on September 30, 2002 are incorporated by reference in response to Part III of this Report. Page1of1 TABLE OFCONTENTS Page PART I ITEM 1. Business 4 ITEM 2. Properties 26 ITEM 3. Legal Proceedings 31 ITEM 4. Submission of Matters to a Vote of Security Holders 31 Executive Officers of the Registrant 31 PART II ITEM 5. Market for Registrant’s Common Equity and Related Stockholder Matters 34 ITEM 6. Selected Financial Data 35 ITEM 7. Management’s Discussion and Analysis of Results of Operations and Financial Condition 37 ITEM 7A. Quantitative and Qualitative Disclosures About Market Risk 59 ITEM 8. Financial Statements and Supplementary Data 60 ITEM 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 60 PART III ITEM 10. Directors and Executive Officers of the Registrant 61 ITEM 11. Executive Compensation 61 ITEM 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 61 ITEM 13. Certain Relationships and Related Transactions 61 PART IV ITEM 14. Exhibits, Financial Statement Schedules and Reports on Form 8-K 62 FINANCIAL STATEMENTS Report of Ernst & Young LLP, Independent Auditors F-1 Report of Arthur Andersen LLP, Independent Public Accountants F-2 Consolidated Balance Sheets—May 31, 2002 and 2001 F-3 Consolidated Statements of Income—Years ended May 31, 2002, 2001 and 2000 F-5 Consolidated Statements of Changes in Stockholders’ Investment and Comprehensive Income—Years ended May 31, 2002, 2001 and 2000 F-6 Consolidated Statements of Cash Flows—Years ended May 31, 2002, 2001 and 2000 F-7 Notes to Consolidated Financial Statements F-8 2 Page1of1 FINANCIAL STATEMENT SCHEDULE Report of Ernst & Young LLP, Independent Auditors, on Financial Statement Schedule S-1.1 Report of Arthur Andersen LLP, Independent Public Accountants, on Financial Statement Schedule S-1.2 Schedule II—Valuation and Qualifying Accounts S-2 EXHIBITS Exhibit Index E-1 3 Page1of1 PART I Item 1. Business Introduction FedExCorporation (“FedEx”) is a leading global provider of transportation, e-commerce and supply chain management services. Services offered by FedExcompanies include worldwide express delivery, ground small-package delivery, less-than- truckload (“LTL”) freight delivery, global logistics, supply chain management and customs brokerage, as well as trade facilitation and electronic commerce solutions. FedExoffers its integrated business solutions through a portfolio of operating companies, including: • Federal Express Corporation (“FedEx Express”). FedEx Express is the world’s largest express transportation company, offering time-certain delivery within one to three business days and serving markets that comprise more than 90% of the world’s gross domestic product. • FedEx Ground Package System, Inc. (“FedExGround”). FedExGround is North America’s second largest provider of business and residential money-back guaranteed ground package delivery services. FedExGround provides low-cost residential deliveries to most major U.S. markets through its FedExHome Delivery service. • FedEx Freight Corporation (“FedExFreight”). FedExFreight is the largest regional LTL carrier in the United States and comprises FedExFreight East, Inc., formerly known as American Freightways, a multiregional LTL carrier, and FedEx Freight West, Inc., formerly known as Viking Freight, an LTL carrier operating principally in the western United States. • FedEx Custom Critical, Inc. (“FedExCustom Critical”). FedExCustom Critical is North America’s largest surface- expedited carrier, offering non-stop, time-specific, door-to-door delivery of time-critical and special-handling shipments within the United States, Canada and Europe. • FedEx Trade Networks, Inc. (“FedExTrade Networks”). FedExTrade Networks facilitates global transportation and logistics services by providing customs brokerage, trade consulting, information technology, e-clearance and air and ocean freight forwarding solutions. • FedEx Corporate Services, Inc. (“FedExServices”). FedExServices comprises the consolidated sales, marketing and technology support for FedExExpress and FedExGround and offers complete supply chain management solutions through its FedExSupply Chain Services, Inc. subsidiary. FedExwas incorporated in Delaware in 1997 to serve as the holding company parent of FedExExpress and each of our other operating companies. Through our holding company and our FedExServices subsidiary, we provide strategic direction to, and coordination of, the FedExportfolio of companies. We believe that sales and marketing activities, as well as the information systems that support the extensive automation of our services, are functions that are best coordinated across subsidiary lines. Through the use of advanced information systems that connect the FedExcompanies, we make it easy and convenient for our customers to use the full range of FedExservices. By competing collectively under the FedExbanner, our operating companies benefit from one of the world’s most recognized brands. FedExis one of the most trusted and respected brands in the world, and the FedExbrand name is a powerful sales and marketing tool. 4 Page1of1 Among the many reputation awards we received during 2002 were the following: • FedExranked seventh on FORTUNE magazine’s list of the “World’s Most Admired Companies” and eighth on FORTUNE’s list of “America’s Most Admired Companies.” • FedExranked eighth in “corporate reputation” on TheWallStreetJournal’sHarris Interactive/Reputation Institute RQ Gold Survey. •FedExwaslistedamongFORTUNE’s “100 Best Companies to Work for in America,” a list that we have made every year it has been published. • FedExwas included on FORTUNE’s list of the “50 Best Companies for Minorities.” Along with a strong reputation among customers and the general public, FedExis widely acknowledged as a great place to work. It is our people—our greatest asset—that give us our strong reputation. In addition to superior physical and information networks, FedExhas the best human network anywhere, with more than 214,000 employees and contractors who will do “absolutely, positively” whatever it takes to serve our customers. For financial information concerning our reportable business segments, refer to Note 13 of the accompanying audited financial statements. Except as otherwise indicated, any reference to a year means our fiscal year ended May 31 of the year referenced. FedEx Operating Strategy Our strategy is to have focused operating companies that excel in each segment of the global transportation and logistics marketplace and to create synergies across companies through coordinated sales and marketing programs enhanced by state-of-the-art information technology. Each subsidiary generally serves a separate and distinct sector of the market. We believe that operating independent transportation networks, each focused on its own respective markets, results in optimal service quality, reliability and profitability from each of our businesses. Each of the FedExsubsidiaries is free to focus exclusively on the market sectors in which it has the most expertise. Everything about the companies—the operations, the cost structure, the policies and the culture—is designed to successfully serve the unique customer needs of a particular market segment. While each of our subsidiaries operates independently, completely