8-K

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): October 13, 2015

COSTCO WHOLESALE CORPORATION

(Exact name of registrant as specified in its charter)

Washington	0-20355	91-1223280
(State or other jurisdiction of incorporation)	(Commission File No.)	(I.R.S. Employer Identification No.)

999 Lake Drive

Issaquah, WA 98027

(Address of principal executive offices and zip code)

Registrant’s telephone number, including area code: 425-313-8100

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 (see General Instruction A.2. below):

¨ 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))

Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers

(d) On October 13, 2015, the Board of Directors of Costco Wholesale Corporation elected Mrs. Maggie Wilderotter as a director to fill a vacancy created by a resignation earlier this year. Mrs. Wilderotter was not appointed to serve as a member of any committees of the Board. Mrs. Wilderotter’s compensation will be the standard fees paid to all non-executive board members and participation in the Company’s Seventh Amended and Restated 2002 Equity Incentive Plan. Additional information concerning Mrs. Wilderotter and her election is included in the press release attached as an exhibit.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits. The following exhibit is included in this report:

99.1. Press release dated October 14, 2015.

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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, on October 14, 2015.

COSTCO WHOLESALE CORPORATION
By:	/s/ Richard A. Galanti
	Richard A. Galanti
	Executive Vice President and Chief Financial Officer

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EX-99.1

Exhibit 99.1

Press Release

COSTCO WHOLESALE CORPORATION ANNOUNCES

NEW BOARD MEMBER

ISSAQUAH, Wash., October 14, 2015 – Costco Wholesale Corporation (NASDAQ: COST) today announced the election to its board of directors of Maggie Wilderotter, the Executive Chairman of Frontier Communications. Previously, she was the President and Chief Executive Officer of Frontier for ten and one-half years. She formerly served in a number of executive roles at technology and telecommunications companies, including Microsoft, Wink Communications, AT&T, and McCaw Cellular. She is a member of the boards of directors of Xerox and Juno Therapeutics, among other organizations.

Jeff Brotman, Chairman of the Board, stated: “We are very pleased to welcome Maggie as a new member of our Board. She brings substantial experience as a seasoned executive in telecommunications and technology and as a board member of many prominent companies.”

Costco currently operates 687 warehouses, including 481 in the United States and Puerto Rico, 89 in Canada, 36 in Mexico, 27 in the United Kingdom, 23 in Japan, 12 in Korea, 11 in Taiwan, seven in Australia and one in Spain. The Company plans to open up to an additional 11 new warehouses before the end of the calendar year. Costco also operates electronic commerce web sites in the U.S., Canada, the United Kingdom and Mexico.

CONTACTS: Costco Wholesale Corporation Richard Galanti, 425/313-8203 Jeff Elliott, 425/313-8264 David Sherwood, 425/313-8239