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UNITED STATES

SECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549

FORM 10-Q(Mark One)

x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

FOR THE QUARTERLY PERIOD ENDED August 31, 2016

OR

¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

FOR THE TRANSITION PERIOD FROM TO

Commission File Number: 1-15829

FEDEX CORPORATION(Exactnameofregistrantasspecifiedinitscharter)

Delaware 62-1721435(Stateorotherjurisdictionofincorporationororganization)

(I.R.S.EmployerIdentificationNo.)

942 South Shady Grove Road Memphis, Tennessee 38120(Addressofprincipalexecutiveoffices) (ZIPCode)

(901) 818-7500(Registrant’s telephone number, including area code)

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 shorterperiod that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 ofRegulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes x No ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See the definitions of “large accelerated filer,”“accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer x Accelerated filer ¨ Non-accelerated filer ¨ Smaller reporting company ¨ (Do not check if a smaller reporting company)

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ¨No x

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

Common Stock Outstanding Shares at September 20, 2016Common Stock, par value $0.10 per share 265,759,372

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FEDEX CORPORATION

INDEX PAGE

PART I. FINANCIAL INFORMATION ITEM 1. Financial Statements

Condensed Consolidated Balance Sheets August 31, 2016 and May 31, 2016 3

Condensed Consolidated Statements of Income Three Months Ended August 31, 2016 and 2015 5

Condensed Consolidated Statements of Comprehensive Income Three Months Ended August 31, 2016 and 2015 6

Condensed Consolidated Statements of Cash Flows Three Months Ended August 31, 2016 and 2015 7

Notes to Condensed Consolidated Financial Statements 8 Report of Independent Registered Public Accounting Firm 26

ITEM 2. Management’s Discussion and Analysis of Results of Operations and Financial Condition 27 ITEM 3. Quantitative and Qualitative Disclosures About Market Risk 56 ITEM 4. Controls and Procedures 56

PART II. OTHER INFORMATION ITEM 1. Legal Proceedings 57 ITEM 1A. Risk Factors 57 ITEM 2. Unregistered Sales of Equity Securities and Use of Proceeds 57 ITEM 6. Exhibits 57 Signature 60 Exhibit Index E-1 Exhibit 10.1

Exhibit 10.2

Exhibit 10.3

Exhibit 10.4

Exhibit 10.5

Exhibit 10.6

Exhibit 10.7

Exhibit 10.8

Exhibit 10.9

Exhibit 10.10

Exhibit 10.11

Exhibit 10.12

Exhibit 10.13

Exhibit 10.14

Exhibit 12.1

Exhibit 15.1

Exhibit 31.1

Exhibit 31.2

Exhibit 32.1

Exhibit 32.2

Exhibit 101 - Instance Document

Exhibit 101 - Schema Document

Exhibit 101 - Calculation Linkbase Document

Exhibit 101 - Presentation Linkbase Document

Exhibit 101 - Definition Linkbase Document

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FEDEX CORPORATIONCONDENSED CONSOLIDATED BALANCE SHEETS

(IN MILLIONS) August 31, 2016 May 31, (Unaudited) 2016 ASSETS

CURRENT ASSETS Cash and cash equivalents $ 2,989 $ 3,534 Receivables, less allowances of $169 and $178 7,233 7,252 Spare parts, supplies and fuel, less allowances of $222 and $218 512 496 Prepaid expenses and other 667 707

Total current assets 11,401 11,989

PROPERTY AND EQUIPMENT, AT COST 48,121 47,018 Less accumulated depreciation and amortization 23,317 22,734

Net property and equipment 24,804 24,284

OTHER LONG-TERM ASSETS Goodwill 6,783 6,747 Other assets 2,587 2,939

Total other long-term assets 9,370 9,686

$ 45,575 $ 45,959

The accompanying notes are an integral part of these condensed consolidated financial statements.

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FEDEX CORPORATIONCONDENSED CONSOLIDATED BALANCE SHEETS

(IN MILLIONS, EXCEPT SHARE DATA) August 31, 2016 May 31, (Unaudited) 2016 LIABILITIES AND STOCKHOLDERS’ INVESTMENT

CURRENT LIABILITIES Current portion of long-term debt $ 47 $ 29 Accrued salaries and employee benefits 1,603 1,972 Accounts payable 2,851 2,944 Accrued expenses 2,973 3,063

Total current liabilities 7,474 8,008

LONG-TERM DEBT, LESS CURRENT PORTION 13,735 13,733

OTHER LONG-TERM LIABILITIES Deferred income taxes 1,762 1,567 Pension, postretirement healthcare and other benefit obligations 6,063 6,227 Self-insurance accruals 1,338 1,314 Deferred lease obligations 457 400 Deferred gains, principally related to aircraft transactions 150 155 Other liabilities 454 771

Total other long-term liabilities 10,224 10,434

COMMITMENTS AND CONTINGENCIES

COMMON STOCKHOLDERS’ INVESTMENT Common stock, $0.10 par value; 800 million shares authorized; 318 million shares issued as of August 31, 2016 and May 31,

2016 32 32 Additional paid-in capital 2,918 2,892 Retained earnings 18,862 18,371 Accumulated other comprehensive loss (176) (169) Treasury stock, at cost (7,494) (7,342)

Total common stockholders’ investment 14,142 13,784

$ 45,575 $ 45,959

The accompanying notes are an integral part of these condensed consolidated financial statements.

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FEDEX CORPORATIONCONDENSED CONSOLIDATED STATEMENTS OF INCOME

(UNAUDITED)(IN MILLIONS, EXCEPT PER SHARE AMOUNTS)

Three Months Ended August 31,

2016 2015 REVENUES $ 14,663 $ 12,279

OPERATING EXPENSES: Salaries and employee benefits 5,311 4,525 Purchased transportation 3,240 2,344 Rentals and landing fees 790 695 Depreciation and amortization 739 648 Fuel 650 712 Maintenance and repairs 598 548 Other 2,071 1,663

13,399 11,135

OPERATING INCOME 1,264 1,144

OTHER INCOME (EXPENSE): Interest, net (113) (63) Other, net (9) 3

(122) (60)

INCOME BEFORE INCOME TAXES 1,142 1,084

PROVISION FOR INCOME TAXES 427 392

NET INCOME $ 715 $ 692

EARNINGS PER COMMON SHARE: Basic $ 2.69 $ 2.45

Diluted $ 2.65 $ 2.42

DIVIDENDS DECLARED PER COMMON SHARE $ 0.80 $ 0.50

The accompanying notes are an integral part of these condensed consolidated financial statements.

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FEDEX CORPORATIONCONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(UNAUDITED)(IN MILLIONS)

Three Months Ended August 31,

2016 2015 NET INCOME $ 715 $ 692

OTHER COMPREHENSIVE LOSS: Foreign currency translation adjustments, net of tax expense of $4 in 2016 and tax benefit of $13 in 2015 12 (138) Amortization of prior service credit, net of tax benefit of $11 in 2016 and $7 in 2015 (19) (24)

(7) (162)

COMPREHENSIVE INCOME $ 708 $ 530

The accompanying notes are an integral part of these condensed consolidated financial statements.

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FEDEX CORPORATIONCONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(UNAUDITED)(IN MILLIONS)

Three Months Ended August 31,

2016 2015 Operating Activities:

Net income $ 715 $ 692 Adjustments to reconcile net income to cash provided by operating activities:

Depreciation and amortization 739 648 Provision for uncollectible accounts 39 28 Stock-based compensation 57 53 Deferred income taxes and other noncash items 173 20 Changes in assets and liabilities:

Receivables 20 50 Other assets (4) (89) Accounts payable and other liabilities (753) (151) Other, net (15) (10)

Cash provided by operating activities 971 1,241

Investing Activities: Capital expenditures (1,215) (1,209) Proceeds from asset dispositions and other 9 10

Cash used in investing activities (1,206) (1,199)

Financing Activities: Principal payments on debt (12) (15) Proceeds from stock issuances 40 46 Excess tax benefit on the exercise of stock options 2 6 Dividends paid (106) (71) Purchase of treasury stock (222) (190) Other, net (15) —

Cash used in financing activities (313) (224)

Effect of exchange rate changes on cash 3 (38)

Net decrease in cash and cash equivalents (545) (220) Cash and cash equivalents at beginning of period 3,534 3,763

Cash and cash equivalents at end of period $ 2,989 $ 3,543

The accompanying notes are an integral part of these condensed consolidated financial statements.

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FEDEX CORPORATIONNOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(1) General

SUMMARYOFSIGNIFICANTACCOUNTINGPOLICIES.These interim financial statements of FedEx Corporation (“FedEx”) have been prepared in accordancewith accounting principles generally accepted in the United States and Securities and Exchange Commission (“SEC”) instructions for interim financial information,and should be read in conjunction with our Annual Report on Form 10-K for the year ended May 31, 2016 (“Annual Report”). Accordingly, significant accountingpolicies and other disclosures normally provided have been omitted since such items are disclosed in our Annual Report.

In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all adjustments (including normal recurringadjustments) necessary to present fairly our financial position as of August 31, 2016, and the results of our operations and cash flows for the three-month periodsended August 31, 2016 and 2015. Operating results for the three-month period ended August 31, 2016 are not necessarily indicative of the results that may beexpected for the year ending May 31, 2017.

Except as otherwise specified, references to years indicate our fiscal year ending May 31, 2017 or ended May 31 of the year referenced and comparisons are to thecorresponding period of the prior year.

RECLASSIFICATIONS.Reclassifications have been made to the May 31, 2016 condensed consolidated balance sheets to conform to the current year’s presentationof debt issuance costs. See recent accounting guidance below for additional information.

BUSINESSACQUISITION.On May 25, 2016, we acquired TNT Express B.V. (“TNT Express”) for €4.4 billion (approximately $4.9 billion). Cash acquired in theacquisition was approximately €250 million ($280 million). As of August 31, 2016, $36 million of shares associated with the transaction remained untendered, adecrease of $251 million since May 31, 2016. The remaining untendered shares are included in the “Other liabilities” caption of our consolidated balance sheets.We funded the acquisition with proceeds from our April 2016 debt issuance and existing cash balances. The financial results of this business are included in theFedEx Express group and TNT Express segment from the date of acquisition.

TNT Express collects, transports and delivers documents, parcels and freight to over 200 countries. This strategic acquisition broadens our portfolio of internationaltransportation solutions with the combined strength of TNT Express’s strong European road platform and our strength in other regions globally, including NorthAmerica and Asia.

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This acquisition is included in the accompanying balance sheets based on an allocation of the purchase price (summarized in the table below, in millions). Giventhe timing and complexity of the acquisition, the presentation of TNT Express in our financial statements, including the allocation of the purchase price, ispreliminary and will likely change in future periods, perhaps significantly, as fair value estimates of the assets acquired and liabilities assumed are refined duringthe measurement period. We will complete our purchase price allocation no later than the fourth quarter of 2017. Current assets $ 1,905 Property and equipment 1,104 Goodwill 2,964 Identifiable intangible assets 920 Other non-current assets 289 Current liabilities (1,644) Long-term liabilities (644)

Total purchase price $ 4,894

Primarily accounts receivable and cash. Primarily accounts payable and other accrued expenses.

As a result of this acquisition, we recognized a preliminary value of $3.0 billion of goodwill, which is primarily attributable to the TNT Express workforce and theexpected benefits from synergies of the combination with existing businesses and growth opportunities. The majority of the purchase price allocated to goodwill isnot deductible for income tax purposes.

The purchase price was preliminarily allocated to the identifiable intangible assets acquired as follows (in millions): Intangible assets with finite lives

Customer relationships (15-year useful life) $ 685 Technology (4-year useful life) 90 Trademarks (4-year useful life) 145

Total intangible assets $ 920

EMPLOYEESUNDERCOLLECTIVEBARGAININGARRANGEMENTS. The pilots of Federal Express Corporation (“FedEx Express”), which represent a smallnumber of FedEx Express’s total employees, are employed under a collective bargaining agreement that took effect on November 2, 2015. This collectivebargaining agreement is scheduled to become amendable in November 2021, after a six-year term. In addition to our pilots at FedEx Express, GENCO DistributionSystem, Inc. (“GENCO”) has a small number of employees who are members of unions, and certain non-U.S. employees are unionized.

STOCK-BASEDCOMPENSATION.We have two types of equity-based compensation: stock options and restricted stock. The key terms of the stock option andrestricted stock awards granted under our incentive stock plans and all financial disclosures about these programs are set forth in our Annual Report.

Our stock-based compensation expense was $57 million for the three-month period ended August 31, 2016 and $53 million for the three-month period endedAugust 31, 2015. Due to its immateriality, additional disclosures related to stock-based compensation have been excluded from this quarterly report.

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RECENTACCOUNTINGGUIDANCE.New accounting rules and disclosure requirements can significantly impact our reported results and the comparability ofour financial statements. These matters are described in our Annual Report.

During the quarter, we retrospectively adopted the authoritative guidance issued by the Financial Accounting Standards Board (“FASB”) to simplify thepresentation of debt issuance costs. This new guidance requires entities to present debt issuance costs related to a recognized debt liability as a direct deductionfrom the carrying amount of that debt liability, rather than as an asset. This new guidance had a minimal impact on our accounting and financial reporting.

On May 28, 2014, the FASB and International Accounting Standards Board issued a new accounting standard that will supersede virtually all existing revenuerecognition guidance under generally accepted accounting principles in the United States (and International Financial Reporting Standards) which has beensubsequently updated to defer the effective date of the new revenue recognition standard by one year. This standard will be effective for us beginning in fiscal 2019.The fundamental principles of the new guidance are that companies should recognize revenue in a manner that reflects the timing of the transfer of services tocustomers and the amount of revenue recognized reflects the consideration that a company expects to receive for the goods and services provided. The newguidance establishes a five-step approach for the recognition of revenue. Based on our preliminary assessment, we do not anticipate that the new guidance will havea material impact on our revenue recognition policies, practices or systems.

On February 25, 2016, the FASB issued the new lease accounting standard which requires lessees to put most leases on their balance sheets but recognize theexpenses on their income statements in a manner similar to current practice. The new standard states that a lessee will recognize a lease liability for the obligation tomake lease payments and a right-of-use asset for the right to use the underlying asset for the lease term. Expense related to leases determined to be operating leaseswill be recognized on a straight-line basis, while those determined to be financing leases will be recognized following a front-loaded expense profile in whichinterest and amortization are presented separately in the income statement. We are currently evaluating the impact of this new standard on our financial reporting,but recognizing the lease liability and related right-of-use asset will significantly impact our balance sheet. These changes will be effective for our fiscal yearbeginning June 1, 2019 (fiscal 2020), with a modified retrospective adoption method to the beginning of 2018.

In March 2016, the FASB issued an Accounting Standards Update to simplify the accounting for share-based payment transactions. The new guidance requirescompanies to recognize the income tax effects of awards that vest or are settled as income tax expense or benefit in the income statement as opposed to additionalpaid-in capital as is current practice. The guidance also provides clarification of the presentation of certain components of share-based awards in the statement ofcash flows. Additionally, the guidance allows companies to make a policy election to account for forfeitures either upon occurrence or by estimating forfeitures.This new standard will have minimal impact on our financial reporting. These changes will be effective for our fiscal year beginning June 1, 2017 (fiscal 2018).

We believe that no other new accounting guidance was adopted or issued during the first three months of 2017 that is relevant to the readers of our financialstatements.

TREASURYSHARES.In January 2016, our Board of Directors authorized a share repurchase program of up to 25 million shares. Shares under the currentrepurchase program may be repurchased from time to time in the open market or in privately negotiated transactions. The timing and volume of repurchases are atthe discretion of management, based on the capital needs of the business, the market price of FedEx common stock and general market conditions. No time limitwas set for the completion of the program, and the program may be suspended or discontinued at any time.

During the first quarter of 2017, we repurchased 1.4 million shares of FedEx common stock at an average price of $160.18 per share for a total of $222 million. Asof August 31, 2016, 17.6 million shares remained under the share repurchase authorization.

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DIVIDENDSDECLAREDPERCOMMONSHARE.On August 19, 2016, our Board of Directors declared a quarterly dividend of $0.40 per share of common stock.The dividend will be paid on October 3, 2016 to stockholders of record as of the close of business on September 12, 2016. Each quarterly dividend payment issubject to review and approval by our Board of Directors, and we evaluate our dividend payment amount on an annual basis at the end of each fiscal year.

(2) Accumulated Other Comprehensive Income

The following table provides changes in accumulated other comprehensive income (“AOCI”), net of tax, reported in our unaudited condensed consolidatedfinancial statements for the three-month periods ended August 31 (in millions; amounts in parentheses indicate debits to AOCI): 2016 2015 Foreign currency translation loss:

Balance at beginning of period $ (514) $ (253) Translation adjustments 12 (138)

Balance at end of period (502) (391)

Retirement plans adjustments: Balance at beginning of period 345 425 Reclassifications from AOCI (19) (24)

Balance at end of period 326 401

Accumulated other comprehensive (loss) income at end of period $ (176) $ 10

The following table presents details of the reclassifications from AOCI for the three-month periods ended August 31 (in millions; amounts in parentheses indicatedebits to earnings):

Amount Reclassified from AOCI

Affected Line Item in theIncome Statement

2016 2015 Amortization of retirement plans prior service credits,

before tax $ 30 $ 31 Salaries and employee benefitsIncome tax benefit (11) (7) Provision for income taxes

AOCI reclassifications, net of tax $ 19 $ 24 Net income

(3) Financing Arrangements

We have a shelf registration statement filed with the SEC that allows us to sell, in one or more future offerings, any combination of our unsecured debt securitiesand common stock.

We have a five-year $1.75 billion revolving credit facility that expires in November 2020. The facility, which includes a $500 million letter of credit sublimit, isavailable to finance our operations and other cash flow needs. The agreement contains a financial covenant, which requires us to maintain a ratio of debt toconsolidated earnings (excluding non-cash pension mark-to-market adjustments and non-cash asset impairment charges) before interest, taxes, depreciation andamortization (“adjusted EBITDA”) of not more than 3.5 to 1.0, calculated as of the end of the applicable quarter on a rolling four quarters basis. The ratio of ourdebt to adjusted EBITDA

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was 1.9 to 1.0 at August 31, 2016. We believe this covenant is the only significant restrictive covenant in our revolving credit agreement. Our revolving creditagreement contains other customary covenants that do not, individually or in the aggregate, materially restrict the conduct of our business. We are in compliancewith the financial covenant and all other covenants of our revolving credit agreement and do not expect the covenants to affect our operations, including ourliquidity or expected funding needs. As of August 31, 2016, no commercial paper was outstanding. However, we had a total of $311 million in letters of creditoutstanding at August 31, 2016, with $189 million of the letter of credit sublimit unused under our revolving credit facility.

Long-term debt, exclusive of capital leases, had a carrying value of $13.7 billion at August 31, 2016 and May 31, 2016, compared with estimated fair values of$15.0 billion at August 31, 2016 and $14.3 billion at May 31, 2016. The annualized weighted average interest rate on long-term debt was 3.6% for the three monthsended August 31, 2016. The estimated fair values were determined based on quoted market prices and the current rates offered for debt with similar terms andmaturities. The fair value of our long-term debt is classified as Level 2 within the fair value hierarchy. This classification is defined as a fair value determined usingmarket-based inputs other than quoted prices that are observable for the liability, either directly or indirectly.

(4) Computation of Earnings Per Share

The calculation of basic and diluted earnings per common share for the three-month periods ended August 31 was as follows (in millions, except per shareamounts): 2016 2015 Basic earnings per common share: Net earnings allocable to common shares $ 714 $ 691 Weighted-average common shares 265 282

Basic earnings per common share $ 2.69 $ 2.45

Diluted earnings per common share: Net earnings allocable to common shares $ 714 $ 691

Weighted-average common shares 265 282 Dilutive effect of share-based awards 4 4

Weighted-average diluted shares 269 286 Diluted earnings per common share $ 2.65 $ 2.42

Anti-dilutive options excluded from diluted earnings per common share 5.1 3.5

Net earnings available to participating securities were immaterial in all periods presented.

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(5) Retirement Plans

We sponsor programs that provide retirement benefits to most of our employees. These programs include defined benefit pension plans, defined contribution plansand postretirement healthcare plans. Key terms of our retirement plans are provided in our Annual Report. Our retirement plans’ costs for the three-month periodsended August 31 were as follows (in millions): 2016 2015 Defined benefit pension plans $ 58 $ 53 Defined contribution plans 119 102 Postretirement healthcare plans 19 21

$ 196 $ 176

Net periodic benefit cost of the pension and postretirement healthcare plans for the three-month periods ended August 31 included the following components (inmillions):

Pension Plans

Postretirement Healthcare Plans

2016 2015 2016 2015 Service cost $ 180 $ 166 $ 9 $ 10 Interest cost 293 295 10 11 Expected return on plan assets (386) (377) — — Amortization of prior service credit and other (29) (31) — —

$ 58 $ 53 $ 19 $ 21

Contributions to our tax-qualified U.S. domestic pension plans (“U.S. Pension Plans”) for the three-month periods ended August 31 were as follows (in millions): 2016 2015 Required $ — $ 6 Voluntary 250 159

$ 250 $ 165

In September 2016, we made a required contribution of $250 million to our U.S. Pension Plans. Our U.S. Pension Plans have ample funds to meet expected benefitpayments.

(6) Business Segment Information

We provide a broad portfolio of transportation, e-commerce and business services through companies competing collectively, operating independently andmanaged collaboratively under the respected FedEx brand. Our primary operating companies include FedEx Express, the world’s largest express transportationcompany; TNT Express, an international express, small-package ground delivery and freight transportation company that was acquired near the end of our 2016fourth quarter; FedEx Ground Package System, Inc. (“FedEx Ground”), a leading North American provider of small-package ground delivery services; and FedExFreight, Inc. (“FedEx Freight”), a leading U.S. provider of less-than-truckload (“LTL”) freight services. These companies represent our major service lines and,along with FedEx Corporate Services, Inc. (“FedEx Services”), form the core of our reportable segments.

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Our reportable segments include the following businesses: FedEx Express Group:

FedEx Express Segment FedEx Express (express transportation)

FedEx Trade Networks (air and ocean freight forwarding, customs brokerage and cross-border enablementtechnology and solutions)

FedEx SupplyChain Systems (logistics services)

TNT Express Segment TNT Express (international express transportation, small-package ground delivery and freight transportation)

FedEx Ground Segment FedEx Ground (small-package ground delivery) GENCO (third-party logistics)

FedEx Freight Segment FedEx Freight (LTL freight transportation) FedEx Custom Critical (time-critical transportation)

FedEx Services Segment

FedEx Services (sales, marketing, information technology, communications, customer service, technical support,billing and collection services and back-office functions)

FedEx Office (document and business services and package acceptance)

FedEx Services Segment

The FedEx Services segment operates combined sales, marketing, administrative and information technology functions that support our transportation businessesand allow us to obtain synergies from the combination of these functions. For the international regions of FedEx Express, some of these functions are performed ona regional basis by FedEx Express and reported in the FedEx Express segment in their natural expense line items. The FedEx Services segment includes: FedExServices, which provides sales, marketing, information technology, communications, customer service, technical support, billing and collection services for U.S.customers of our major business units and certain back-office support to our other companies; and FedEx Office, which provides an array of document and businessservices and retail access to our customers for our package transportation businesses.

The FedEx Services segment provides direct and indirect support to our transportation businesses, and we allocate all of the net operating costs of the FedExServices segment (including the net operating results of FedEx Office) to reflect the full cost of operating our transportation businesses in the results of thosesegments. Within the FedEx Services segment allocation, the net operating results of FedEx Office, which are an immaterial component of our allocations, areallocated to FedEx Express and FedEx Ground. We review and evaluate the performance of our transportation segments based on operating income (inclusive ofFedEx Services segment allocations). For the FedEx Services segment, performance is evaluated based on the impact of its total allocated net operating costs on ourtransportation segments.

Operating expenses for each of our transportation segments include the allocations from the FedEx Services segment to the respective transportation segments.These allocations also include charges and credits for administrative services provided between operating companies. The allocations of net operating costs arebased on metrics such as relative revenues or estimated services provided. We believe these allocations approximate the net cost of providing these functions. Ourallocation methodologies are refined periodically, as necessary, to reflect changes in our businesses.

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Eliminations, Corporate and Other

Certain FedEx operating companies provide transportation and related services for other FedEx companies outside their reportable segment. Billings for suchservices are based on negotiated rates, which we believe approximate fair value, and are reflected as revenues of the billing segment. These rates are adjusted fromtime to time based on market conditions. Such intersegment revenues and expenses are eliminated in our consolidated results and are not separately identified in thefollowing segment information, because the amounts are not material.

Corporate and other includes corporate headquarters costs for executive officers and certain legal and financial functions, as well as certain other costs and creditsnot attributed to our core business. These costs are not allocated to the business segments.

The following table provides a reconciliation of reportable segment revenues and operating income to our unaudited condensed consolidated financial statementtotals for the three-month periods ended August 31 (in millions): 2016 2015 Revenues

FedEx Express segment $ 6,656 $ 6,591 TNT Express segment 1,804 N/A FedEx Ground segment 4,290 3,830 FedEx Freight segment 1,658 1,601 FedEx Services segment 395 390 Eliminations and other (140) (133)

$ 14,663 $ 12,279

Operating Income FedEx Express segment $ 624 $ 545 TNT Express segment (14) N/A FedEx Ground segment 610 537 FedEx Freight segment 135 132 Eliminations, corporate and other (91) (70)

$ 1,264 $ 1,144

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(7) Commitments

As of August 31, 2016, our purchase commitments under various contracts for the remainder of 2017 and annually thereafter were as follows (in millions):

Aircraft and Aircraft-Related Other Total

2017 (remainder) $ 719 $ 1,112 $ 1,831 2018 1,767 463 2,230 2019 1,717 316 2,033 2020 1,925 222 2,147 2021 1,480 135 1,615 Thereafter 4,191 112 4,303

Total $ 11,799 $ 2,360 $ 14,159

Primarily equipment, advertising contracts and, for the remainder of 2017, $616 million of estimated required quarterly contributions to our U.S. PensionPlans.

The amounts reflected in the table above for purchase commitments represent noncancelable agreements to purchase goods or services. As of August 31, 2016, ourobligation to purchase four Boeing 767-300 Freighter (“B767F”) aircraft and seven Boeing 777 Freighter (“B777F”) aircraft is conditioned upon there being noevent that causes FedEx Express or its employees not to be covered by the Railway Labor Act of 1926, as amended. Open purchase orders that are cancelable arenot considered unconditional purchase obligations for financial reporting purposes and are not included in the table above.

On June 10, 2016, FedEx Express exercised options to acquire six additional B767F aircraft for delivery in 2019 and 2020.

We had $392 million in deposits and progress payments as of August 31, 2016 on aircraft purchases and other planned aircraft-related transactions. These depositsare classified in the “Other assets” caption of our consolidated balance sheets. Aircraft and aircraft-related contracts are subject to price escalations. The followingtable is a summary of the key aircraft we are committed to purchase as of August 31, 2016 with the year of expected delivery: B767F B777F Total 2017 (remainder) 6 — 6 2018 16 2 18 2019 15 2 17 2020 16 3 19 2021 10 3 13 Thereafter 16 6 22

Total 79 16 95

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A summary of future minimum lease payments under noncancelable operating leases with an initial or remaining term in excess of one year at August 31, 2016 isas follows (in millions): Operating Leases

Aircraft and RelatedEquipment

Facilities and Other

Total Operating

Leases 2017 (remainder) $ 398 $ 1,529 $ 1,927 2018 403 1,899 2,302 2019 345 1,673 2,018 2020 262 1,474 1,736 2021 204 1,329 1,533 Thereafter 364 8,123 8,487

Total $ 1,976 $ 16,027 $ 18,003

Future minimum lease payments under capital leases were immaterial at August 31, 2016. While certain of our lease agreements contain covenants governing theuse of the leased assets or require us to maintain certain levels of insurance, none of our lease agreements include material financial covenants or limitations.

(8) Contingencies

IndependentContractor—LawsuitsandStateAdministrativeProceedings.FedEx Ground is involved in numerous class-action lawsuits (including 24 that havebeen certified as class actions), individual lawsuits and state tax and other administrative proceedings that claim that the company’s owner-operators under acontractor model no longer in use should have been treated as employees, rather than independent contractors.

Most of the class-action lawsuits were consolidated for administration of the pre-trial proceedings by a single federal court, the U.S. District Court for the NorthernDistrict of Indiana. The multidistrict litigation court granted class certification in 28 cases and denied it in 14 cases. On December 13, 2010, the court entered anopinion and order addressing all outstanding motions for summary judgment on the status of the owner-operators (i.e., independent contractor vs. employee). Insum, the court ruled on our summary judgment motions and entered judgment in favor of FedEx Ground on all claims in 20 of the 28 multidistrict litigation casesthat had been certified as class actions, finding that the owner-operators in those cases were contractors as a matter of the law of 20 states. The plaintiffs filednotices of appeal in all of these 20 cases. The Seventh Circuit heard the appeal in the Kansas case in January 2012 and, in July 2012, issued an opinion that did notmake a determination with respect to the correctness of the district court’s decision and, instead, certified two questions to the Kansas Supreme Court related to theclassification of the plaintiffs as independent contractors under the Kansas Wage Payment Act. The other 19 cases that are before the Seventh Circuit were stayed.

On October 3, 2014, the Kansas Supreme Court determined that a 20 factor right to control test applies to claims under the Kansas Wage Payment Act andconcluded that under that test, the class members were employees, not independent contractors. The case was subsequently transferred back to the Seventh Circuit,where both parties made filings requesting the action necessary to complete the resolution of the appeals. The parties also made recommendations to the courtregarding next steps for the other 19 cases that are before the Seventh Circuit. FedEx Ground requested that each of those cases be separately briefed given thepotential differences in the applicable state law from that in Kansas. On July 8, 2015, the Seventh Circuit issued an order and opinion confirming the decision of theKansas Supreme Court, concluding that the class members are employees, not independent contractors. Additionally, the Seventh Circuit referred the other 19 casesto a representative of the court for purposes of setting a case management conference to address briefing and argument for those cases. During the second quarter of2015, we established an accrual for the estimated probable loss in the Kansas case. In the second quarter of 2016 the Kansas case settled, and we increased theaccrual to the amount of the settlement. The settlement requires court approval.

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During the third quarter of 2016, we reached agreements in principle to settle all of the 19 cases on appeal in the multidistrict independent contractor litigation. Allof these settlements require court approval. We recognized a liability for the expected loss (net of recognized insurance recovery) related to these cases and certainother pending independent-contractor-related proceedings of $204 million.

The Kansas case was remanded to the multidistrict litigation court, and the other 19 cases remain at the Seventh Circuit; however, approval proceedings will beconducted primarily by the multidistrict litigation court. Plaintiffs filed motions for preliminary approval between June 15 and June 30, 2016, and on August 3 and4, 2016, the multidistrict litigation court issued orders indicating that it would grant preliminary approval if the Seventh Circuit would remand the cases on appealfor the purpose of entering approval orders. Upon the parties’ joint motion, the Seventh Circuit remanded the cases for this purpose on August 10, 2016, and themultidistrict litigation court entered orders preliminarily approving the settlements on August 17, 2016. Fairness hearings are scheduled for January 23 and 24,2017.

The multidistrict litigation court remanded the other eight certified class actions back to the district courts where they were originally filed because its summaryjudgment ruling did not completely dispose of all of the claims in those lawsuits. Four of these matters settled for immaterial amounts and have received courtapproval. The case in Arkansas settled in the second quarter of 2016, and we established an accrual for the amount of the settlement. The court granted preliminaryapproval on September 15, 2016, and scheduled a final approval hearing for March 1, 2017.

Two cases in Oregon and one in California were appealed to the Ninth Circuit Court of Appeals, where the court reversed the district court decisions and held thatthe plaintiffs in California and Oregon were employees as a matter of law and remanded the cases to their respective district courts for further proceedings. In thefirst quarter of 2015, we recognized an accrual for the then-estimated probable loss in those cases.

In June 2015, the parties in the California case reached an agreement to settle the matter for $228 million, and in the fourth quarter of 2015 we increased the accrualto that amount. The court entered final judgment on June 20, 2016, and two objectors to the settlement filed appeals with the Ninth Circuit. We expect the appealsto be briefed by the end of the third quarter of 2017 and arguments to be scheduled thereafter. The settlement is not effective until all appeals have been resolvedwithout affecting the court’s approval of the settlement.

The two cases in Oregon were consolidated with a non-multidistrict litigation independent contractor case in Oregon. The three cases collectively settled in thesecond quarter of 2016, and we increased the accrual in these cases to the amount of the settlement. The settlement was preliminarily approved on April 20, 2016and the court set a fairness hearing for October 20, 2016.

In addition, we are defending contractor-model cases that are not or are no longer part of the multidistrict litigation. These cases are in varying stages of litigation.We do not expect to incur a material loss in these matters; however, it is reasonably possible that potential loss in some of these lawsuits or changes to theindependent contractor status of FedEx Ground’s owner-operators could be material. In these cases, we continue to evaluate what facts may arise in the course ofdiscovery and what legal rulings the courts may render and how these facts and rulings might impact FedEx Ground’s loss. For a number of reasons, we are notcurrently able to estimate a range of reasonably possible loss in these cases. The number and identities of plaintiffs in these lawsuits are uncertain, as they aredependent on how the class of drivers is defined and how many individuals will qualify based on whatever criteria may be established. In addition, the parties haveconducted only very limited discovery into damages in certain of these cases, which could vary considerably from plaintiff to plaintiff and be dependent onevidence pertaining to individual plaintiffs, which has yet to be produced in the cases. Further, the range of potential loss could be impacted substantially by futurerulings by the court, including on the merits of the claims, on FedEx Ground’s defenses, and on evidentiary issues. As a consequence of these factors, as well asothers that are specific to these cases, we are not currently able to estimate a range of reasonably possible loss. We do not believe that a material loss is probable inthese matters.

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Adverse determinations in matters related to FedEx Ground’s independent contractors, could, among other things, entitle certain owner-operators and their driversto the reimbursement of certain expenses and to the benefit of wage-and-hour laws and result in employment and withholding tax and benefit liability for FedExGround. We believe that FedEx Ground’s owner-operators are properly classified as independent contractors and that FedEx Ground is not an employer of thedrivers of the company’s independent contractors.

CityandStateofNewYorkCigaretteSuit.The City of New York and the State of New York filed two related lawsuits against FedEx Ground in December 2013and November 2014 arising from FedEx Ground’s alleged shipments of cigarettes to New York residents in contravention of several statutes, including theRacketeer Influenced and Corrupt Organizations Act (“RICO”) and New York’s Public Health Law, as well as common law nuisance claims. In April 2016, the twolawsuits were consolidated and will now proceed as one lawsuit. The first-filed lawsuit alleges that FedEx Ground provided delivery services on behalf of fourshippers, and the second-filed lawsuit alleges that FedEx Ground provided delivery services on behalf of six additional shippers; none of these shippers continue toship in our network. Pursuant to motions to dismiss filed in both lawsuits, some of the claims have been dismissed entirely or limited. In the first-filed lawsuit, theNew York Public Health Law and common law nuisance claims were dismissed and the plaintiffs voluntarily dismissed another claim. In the second-filed lawsuit,the court dismissed, without prejudice to plaintiffs’ right to refile the claim at a later date, the New York Public Health Law claim. The plaintiffs have refiled theNew York Public Health Law claim, and FedEx Ground has filed a motion to dismiss that claim that is pending with the court. Other claims, including the RICOclaims, remain in both lawsuits. The likelihood of loss is reasonably possible, but the amount of loss cannot be estimated at this stage of the litigation and we expectthe amount of any loss to be immaterial.

EnvironmentalMatters.SEC regulations require disclosure of certain environmental matters when a governmental authority is a party to the proceedings and theproceedings involve potential monetary sanctions that management reasonably believes could exceed $100,000.

On September 9, 2016, GENCO received a written offer from several District Attorneys’ Offices in California to settle a civil action that the District Attorneysintend to file against GENCO for alleged violations of the state’s hazardous waste regulations. Specifically, the District Attorneys’ Offices allege GENCOunlawfully disposed of hazardous waste at one of its California facilities and caused the illegal transportation and disposal of hazardous waste from the retail storesof a GENCO customer at this same facility. The District Attorneys allege these violations began in 2006 and continued until the facility closed in the spring of2015. We believe an immaterial loss in this matter is probable. The District Attorneys are also investigating GENCO’s hazardous waste activities at eight additionalfacilities within California. We will pursue all available remedies against the sellers of GENCO to recover any losses in these matters.

FedEx and its subsidiaries are subject to other legal proceedings that arise in the ordinary course of business, including certain lawsuits containing various class-action allegations of wage-and-hour violations in which plaintiffs claim, among other things, that they were forced to work “off the clock,” were not paid overtimeor were not provided work breaks or other benefits. In the opinion of management, the aggregate liability, if any, with respect to these other actions will not have amaterial adverse effect on our financial position, results of operations or cash flows.

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(9) Supplemental Cash Flow Information

Cash paid for interest expense and income taxes for the three-month periods ended August 31 was as follows (in millions): 2016 2015 Cash payments for:

Interest (net of capitalized interest) $ 143 $ 139

Income taxes $ 80 $ 115 Income tax refunds received (8) (2)

Cash tax payments, net $ 72 $ 113

(10) Condensed Consolidating Financial Statements

We are required to present condensed consolidating financial information in order for the subsidiary guarantors of our public debt to continue to be exempt fromreporting under the Securities Exchange Act of 1934, as amended.

The guarantor subsidiaries, which are wholly owned by FedEx, guarantee $13.6 billion of our debt. The guarantees are full and unconditional and joint andseveral. Our guarantor subsidiaries were not determined using geographic, service line or other similar criteria, and as a result, the “Guarantor Subsidiaries” and“Non-guarantor Subsidiaries” columns each include portions of our domestic and international operations. Accordingly, this basis of presentation is not intended topresent our financial condition, results of operations or cash flows for any purpose other than to comply with the specific requirements for subsidiary guarantorreporting.

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Condensed consolidating financial statements for our guarantor subsidiaries and non-guarantor subsidiaries are presented in the following tables (in millions):

CONDENSED CONSOLIDATING BALANCE SHEETS(UNAUDITED)August 31, 2016

Parent

Guarantor Subsidiaries

Non-guarantor Subsidiaries Eliminations Consolidated

ASSETS CURRENT ASSETS

Cash and cash equivalents $ 1,308 $ 327 $ 1,391 $ (37) $ 2,989 Receivables, less allowances 1 4,517 2,760 (45) 7,233 Spare parts, supplies, fuel, prepaid expenses and other, less

allowances 74 839 266 — 1,179

Total current assets 1,383 5,683 4,417 (82) 11,401

PROPERTY AND EQUIPMENT, AT COST 22 44,777 3,322 — 48,121 Less accumulated depreciation and amortization 17 22,061 1,239 — 23,317

Net property and equipment 5 22,716 2,083 — 24,804

INTERCOMPANY RECEIVABLE 2,747 1,177 — (3,924) — GOODWILL — 1,571 5,212 — 6,783 INVESTMENT IN SUBSIDIARIES 25,493 3,758 — (29,251) — OTHER ASSETS 3,398 858 1,580 (3,249) 2,587

$ 33,026 $ 35,763 $ 13,292 $ (36,506) $ 45,575

LIABILITIES AND STOCKHOLDERS’ INVESTMENT CURRENT LIABILITIES

Current portion of long-term debt $ — $ 29 $ 18 $ — $ 47 Accrued salaries and employee benefits 38 1,115 450 — 1,603 Accounts payable 111 1,334 1,488 (82) 2,851 Accrued expenses 877 1,368 728 — 2,973

Total current liabilities 1,026 3,846 2,684 (82) 7,474

LONG-TERM DEBT, LESS CURRENT PORTION 13,458 245 32 — 13,735 INTERCOMPANY PAYABLE — — 3,924 (3,924) — OTHER LONG-TERM LIABILITIES

Deferred income taxes — 4,645 366 (3,249) 1,762 Other liabilities 4,400 3,420 642 — 8,462

Total other long-term liabilities 4,400 8,065 1,008 (3,249) 10,224 STOCKHOLDERS’ INVESTMENT 14,142 23,607 5,644 (29,251) 14,142

$ 33,026 $ 35,763 $ 13,292 $ (36,506) $ 45,575

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CONDENSED CONSOLIDATING BALANCE SHEETSMay 31, 2016

Parent

Guarantor Subsidiaries

Non- guarantor

Subsidiaries Eliminations Consolidated ASSETS CURRENT ASSETS

Cash and cash equivalents $ 1,974 $ 326 $ 1,277 $ (43) $ 3,534 Receivables, less allowances 1 4,461 2,831 (41) 7,252 Spare parts, supplies, fuel, prepaid expenses and other, less

allowances 233 724 246 — 1,203

Total current assets 2,208 5,511 4,354 (84) 11,989

PROPERTY AND EQUIPMENT, AT COST 22 43,760 3,236 — 47,018 Less accumulated depreciation and amortization 17 21,566 1,151 — 22,734

Net property and equipment 5 22,194 2,085 — 24,284

INTERCOMPANY RECEIVABLE 2,437 1,284 — (3,721) — GOODWILL — 1,571 5,176 — 6,747 INVESTMENT IN SUBSIDIARIES 24,766 3,697 — (28,463) — OTHER ASSETS 3,359 967 1,851 (3,238) 2,939

$ 32,775 $ 35,224 $ 13,466 $ (35,506) $ 45,959

LIABILITIES AND STOCKHOLDERS’ INVESTMENT CURRENT LIABILITIES

Current portion of long-term debt $ — $ 13 $ 16 $ — $ 29 Accrued salaries and employee benefits 54 1,377 541 — 1,972 Accounts payable 8 1,501 1,519 (84) 2,944 Accrued expenses 883 1,411 769 — 3,063

Total current liabilities 945 4,302 2,845 (84) 8,008

LONG-TERM DEBT, LESS CURRENT PORTION 13,451 245 37 — 13,733 INTERCOMPANY PAYABLE — — 3,721 (3,721) — OTHER LONG-TERM LIABILITIES

Deferred income taxes — 4,436 369 (3,238) 1,567 Other liabilities 4,595 3,375 897 — 8,867

Total other long-term liabilities 4,595 7,811 1,266 (3,238) 10,434 STOCKHOLDERS’ INVESTMENT 13,784 22,866 5,597 (28,463) 13,784

$ 32,775 $ 35,224 $ 13,466 $ (35,506) $ 45,959

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CONDENSED CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME(UNAUDITED)

Three Months Ended August 31, 2016

Parent

Guarantor Subsidiaries

Non-guarantor Subsidiaries Eliminations Consolidated

REVENUES $ — $ 10,903 $ 3,830 $ (70) $ 14,663

OPERATING EXPENSES: Salaries and employee benefits 36 4,106 1,169 — 5,311 Purchased transportation — 1,917 1,351 (28) 3,240 Rentals and landing fees 1 620 170 (1) 790 Depreciation and amortization — 611 128 — 739 Fuel — 578 72 — 650 Maintenance and repairs — 526 72 — 598 Intercompany charges, net (90) 62 28 — — Other 53 1,373 686 (41) 2,071

— 9,793 3,676 (70) 13,399

OPERATING INCOME — 1,110 154 — 1,264

OTHER INCOME (EXPENSE): Equity in earnings of subsidiaries 715 56 — (771) — Interest, net (122) 9 — — (113) Intercompany charges, net 122 (81) (41) — — Other, net — (5) (4) — (9)

INCOME BEFORE INCOME TAXES 715 1,089 109 (771) 1,142

Provision for income taxes — 380 47 — 427

NET INCOME $ 715 $ 709 $ 62 $ (771) $ 715

COMPREHENSIVE INCOME $ 696 $ 702 $ 81 $ (771) $ 708

CONDENSED CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME

(UNAUDITED)Three Months Ended August 31, 2015

Parent

Guarantor Subsidiaries

Non-guarantor Subsidiaries Eliminations Consolidated

REVENUES $ — $ 9,873 $ 2,509 $ (103) $ 12,279

OPERATING EXPENSES: Salaries and employee benefits 34 3,813 678 — 4,525 Purchased transportation — 1,434 965 (55) 2,344 Rentals and landing fees 1 587 108 (1) 695 Depreciation and amortization — 583 65 — 648 Fuel — 691 21 — 712 Maintenance and repairs — 508 40 — 548 Intercompany charges, net (69) (40) 109 — — Other 34 1,264 412 (47) 1,663

— 8,840 2,398 (103) 11,135

OPERATING INCOME — 1,033 111 — 1,144

OTHER INCOME (EXPENSE): Equity in earnings of subsidiaries 692 61 — (753) — Interest, net (75) 8 4 — (63) Intercompany charges, net 78 (76) (2) — — Other, net (3) (3) 9 — 3

INCOME BEFORE INCOME TAXES 692 1,023 122 (753) 1,084

Provision for income taxes — 357 35 — 392

NET INCOME $ 692 $ 666 $ 87 $ (753) $ 692

COMPREHENSIVE INCOME $ 674 $ 651 $ (42) $ (753) $ 530

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CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS(UNAUDITED)

Three Months Ended August 31, 2016

Parent

Guarantor Subsidiaries

Non- guarantor

Subsidiaries Eliminations Consolidated CASH PROVIDED BY (USED IN) OPERATING

ACTIVITIES $ (342) $ 1,119 $ 188 $ 6 $ 971

INVESTING ACTIVITIES Capital expenditures — (1,111) (104) — (1,215) Proceeds from asset dispositions and other — 9 — — 9

CASH USED IN INVESTING ACTIVITIES — (1,102) (104) — (1,206)

FINANCING ACTIVITIES Net transfers from (to) Parent (35) (2) 37 — — Payment on loan between subsidiaries (2) (14) 16 — — Principal payments on debt — (7) (5) — (12) Proceeds from stock issuances 40 — — — 40 Excess tax benefit on the exercise of stock options 2 — — — 2 Dividends paid (106) — — — (106) Purchase of treasury stock (222) — — — (222) Other, net (1) (1) (13) — (15)

CASH (USED IN) PROVIDED BY FINANCING ACTIVITIES (324) (24) 35 — (313)

Effect of exchange rate changes on cash — 8 (5) — 3

Net (decrease) increase in cash and cash equivalents (666) 1 114 6 (545) Cash and cash equivalents at beginning of period 1,974 326 1,277 (43) 3,534

Cash and cash equivalents at end of period $ 1,308 $ 327 $ 1,391 $ (37) $ 2,989

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CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS(UNAUDITED)

Three Months Ended August 31, 2015

Parent

Guarantor Subsidiaries

Non- guarantor

Subsidiaries Eliminations Consolidated CASH PROVIDED BY (USED IN) OPERATING

ACTIVITIES $ (397) $ 1,533 $ 71 $ 34 $ 1,241

INVESTING ACTIVITIES Capital expenditures — (1,170) (39) — (1,209) Proceeds from asset dispositions and other (5) 15 — — 10

CASH USED IN INVESTING ACTIVITIES (5) (1,155) (39) — (1,199)

FINANCING ACTIVITIES Net transfers from (to) Parent 452 (479) 27 — — Payment on loan between subsidiaries — 98 (98) — — Intercompany dividends — 4 (4) — — Principal payments on debt — (2) (13) — (15) Proceeds from stock issuances 46 — — — 46 Excess tax benefit on the exercise of stock options 6 — — — 6 Dividends paid (71) — — — (71) Purchase of treasury stock (190) — — — (190) Other, net — (25) 25 — —

CASH (USED IN) PROVIDED BY FINANCINGACTIVITIES 243 (404) (63) — (224)

Effect of exchange rate changes on cash — (15) (23) — (38)

Net (decrease) increase in cash and cash equivalents (159) (41) (54) 34 (220) Cash and cash equivalents at beginning of period 2,383 487 971 (78) 3,763

Cash and cash equivalents at end of period $ 2,224 $ 446 $ 917 $ (44) $ 3,543

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REPORT OF INDEPENDENT REGISTEREDPUBLIC ACCOUNTING FIRM

The Board of Directors and StockholdersFedEx Corporation

We have reviewed the condensed consolidated balance sheet of FedEx Corporation as of August 31, 2016, and the related condensed consolidated statements ofincome, comprehensive income and cash flows for the three-month periods ended August 31, 2016 and 2015. These financial statements are the responsibility ofthe Company’s management.

We conducted our review in accordance with the standards of the Public Company Accounting Oversight Board (United States). A review of interim financialinformation consists principally of applying analytical procedures and making inquiries of persons responsible for financial and accounting matters. It issubstantially less in scope than an audit conducted in accordance with the standards of the Public Company Accounting Oversight Board (United States), theobjective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion.

Based on our review, we are not aware of any material modifications that should be made to the condensed consolidated financial statements referred to above forthem to be in conformity with U.S. generally accepted accounting principles.

We have previously audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the consolidated balance sheetof FedEx Corporation as of May 31, 2016, and the related consolidated statements of income, comprehensive income, changes in stockholders’ investment, andcash flows for the year then ended (not presented herein) and we expressed an unqualified audit opinion on those consolidated financial statements in our reportdated July 18, 2016. In our opinion, the accompanying condensed consolidated balance sheet of FedEx Corporation as of May 31, 2016, is fairly stated, in allmaterial respects, in relation to the consolidated balance sheet from which it has been derived.

/s/ Ernst & Young LLP

Memphis, TennesseeSeptember 21, 2016

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Item2.Management’sDiscussionandAnalysisofResultsofOperationsandFinancialCondition

GENERAL

The following Management’s Discussion and Analysis of Results of Operations and Financial Condition (“MD&A”) describes the principal factors affecting theresults of operations, liquidity, capital resources, contractual cash obligations and critical accounting estimates of FedEx Corporation (“FedEx”). This discussionshould be read in conjunction with the accompanying quarterly unaudited condensed consolidated financial statements and our Annual Report on Form 10-K for theyear ended May 31, 2016 (“Annual Report”). Our Annual Report includes additional information about our significant accounting policies, practices and thetransactions that underlie our financial results, as well as a detailed discussion of the most significant risks and uncertainties associated with our financial conditionand operating results.

We provide a broad portfolio of transportation, e-commerce and business services through companies competing collectively, operating independently andmanaged collaboratively, under the respected FedEx brand. Our primary operating companies are Federal Express Corporation (“FedEx Express”), the world’slargest express transportation company; TNT Express B.V. (“TNT Express”), an international express, small-package ground delivery and freight transportationcompany, FedEx Ground Package System, Inc. (“FedEx Ground”), a leading North American provider of small-package ground delivery services; and FedExFreight, Inc. (“FedEx Freight”), a leading U.S. provider of less-than-truckload (“LTL”) freight services. These companies represent our major service lines and,along with FedEx Corporate Services, Inc. (“FedEx Services”), form the core of our reportable segments.

Our FedEx Services segment provides sales, marketing, information technology, communications, customer service, technical support, billing and collectionservices, and certain back-office functions that support our transportation segments. In addition, the FedEx Services segment provides customers with retail accessto FedEx Express and FedEx Ground shipping services through FedEx Office and Print Services, Inc. (“FedEx Office”). See “Reportable Segments” for furtherdiscussion. Additional information on our businesses can also be found in our Annual Report.

The key indicators necessary to understand our operating results include:

• the overall customer demand for our various services based on macro-economic factors and the global economy;

• the volumes of transportation services provided through our networks, primarily measured by our average daily volume and shipment weight and size;

• the mix of services purchased by our customers;

• the prices we obtain for our services, primarily measured by yield (revenue per package or pound or revenue per hundredweight and shipment for LTL freightshipments);

• our ability to manage our cost structure (capital expenditures and operating expenses) to match shifting volume levels; and

• the timing and amount of fluctuations in fuel prices and our ability to recover incremental fuel costs through our fuel surcharges.

Many of our operating expenses are directly impacted by revenue and volume levels. Accordingly, we expect these operating expenses to fluctuate on a year-over-year basis consistent with changes in revenues and volumes. Therefore, the discussion of operating expense captions focuses on the key drivers and trendsimpacting expenses other than changes in revenues and volumes. The line item “Other operating expenses” predominantly includes costs associated with outsideservice contracts (such as security, facility services and cargo handling), insurance, professional fees, and uniforms.

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Except as otherwise specified, references to years indicate our fiscal year ending May 31, 2017 or ended May 31 of the year referenced and comparisons are to thecorresponding period of the prior year. References to our transportation segments include, collectively, our FedEx Express group, which includes the FedExExpress and TNT Express segments, the FedEx Ground segment and the FedEx Freight segment.

RESULTS OF OPERATIONS

CONSOLIDATED RESULTS

The following tables compare summary operating results and changes in revenues and operating income (dollars in millions, except per share amounts) for thethree-month periods ended August 31:

2016 2015

PercentChange

Consolidated revenues $ 14,663 $ 12,279 19 Operating income:

FedEx Express Segment 624 545 14 TNT Express Segment (14) — — FedEx Ground Segment 610 537 14 FedEx Freight Segment 135 132 2 Eliminations, corporate and other (91) (70) (30)

Consolidated operating income 1,264 1,144 10

Operating margin: FedEx Express Segment 9.4% 8.3% 110 bpTNT Express Segment (0.8%) — — bpFedEx Ground Segment 14.2% 14.0% 20 bpFedEx Freight Segment 8.1% 8.2% (10)bp

Consolidated operating margin 8.6% 9.3% (70)bpConsolidated net income $ 715 $ 692 3

Diluted earnings per share $ 2.65 $ 2.42 10

Year-over-Year Changes

Revenues Operating Income FedEx Express segment $ 65 $ 79 TNT Express segment 1,804 (14) FedEx Ground segment 460 73 FedEx Freight segment 57 3 FedEx Services segment 5 — Eliminations, corporate and other (7) (21)

$ 2,384 $ 120

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Overview

Our results for the first quarter of 2017 improved due to higher operating income at FedEx Express, as we continue to improve base yields while constrainingexpense growth, and at FedEx Ground, driven by volume and yield growth. These factors were partially offset by higher network expansion costs and purchasedtransportation rates at FedEx Ground and lower LTL revenue per shipment at FedEx Freight.

In the first quarter of 2017 we incurred an aggregate $68 million ($45 million, net of tax, or $0.17 per diluted share) of integration expenses for TNT Express andcharges associated with TNT Express’s restructuring program called Outlook. The integration expenses are predominantly incremental costs directly associatedwith the integration of TNT Express, including professional fees, advertising expenses, legal expenses and travel. Internal salaries, wages, and benefits costs areincluded only to the extent the individuals are assigned full time to integration activities. These costs were incurred primarily at FedEx Corporation and FedExExpress. The identification of these costs as integration-related expenditures is subject to our disclosure controls and procedures. In addition, we incurred $28million ($21 million, net of tax, or $0.08 per diluted share) of increased intangible asset amortization as a result of this acquisition.

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The following graphs for FedEx Express, FedEx Ground and FedEx Freight show selected volume trends (in thousands) over the five most recent quarters (TNTExpress volume trends are not presented, as it was acquired on May 25, 2016):

International domestic average daily package volume represents our international intra-country operations in the FedEx Express Segment.

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The following graphs for FedEx Express, FedEx Ground and FedEx Freight show selected yield trends over the five most recent quarters (TNT yield trends are notpresented, as it was acquired on May 25, 2016):

Revenue

Revenues increased 19% during the first quarter of 2017 due to the inclusion of TNT Express and improved performance at our other transportation segments. AtFedEx Ground, revenues increased 12% due to volume growth in our residential services and commercial business. Revenues at FedEx Express increased 1% dueto base yields, package volume and freight pounds growth. FedEx Freight increased revenues 4% due to higher average daily LTL shipments, which was partiallyoffset by lower revenue per LTL shipment. Lower fuel surcharges had a negative impact on revenues at all of our transportation segments and unfavorableexchange rates negatively impacted revenues at FedEx Express in the first quarter of 2017.

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Operating Expenses

The following table compares operating expenses expressed as dollar amounts (in millions) and as a percent of revenue for the three-month periods ended August31:

Percent of Revenue

2016 2015 2016 2015 Operating expenses:

Salaries and employee benefits $ 5,311 $ 4,525 36.2% 36.9% Purchased transportation 3,240 2,344 22.1 19.1 Rentals and landing fees 790 695 5.4 5.6 Depreciation and amortization 739 648 5.1 5.3 Fuel 650 712 4.4 5.8 Maintenance and repairs 598 548 4.1 4.5 Other 2,071 1,663 14.1 13.5

Total operating expenses $ 13,399 $ 11,135 91.4 90.7

Operating income $ 1,264 $ 1,144 8.6% 9.3%

Operating margin declined during the first quarter of 2017 due to the inclusion of TNT Express, which was partially offset by the continued benefits from costmanagement initiatives at FedEx Express.

The inclusion of the TNT Express segment in our results has impacted the year-over-year comparability of all our operating expenses. Purchased transportationcosts increased 38% in the first quarter of 2017 due to the inclusion of TNT Express and higher volumes and increased rates at FedEx Ground. Salaries andemployee benefits expense increased 17% in the first quarter of 2017 due to the inclusion of TNT Express, volume growth and staffing to support networkexpansion at FedEx Ground and increased staffing at FedEx Freight. Other expenses were 25% higher in the first quarter of 2017 primarily due to the inclusion ofTNT Express results driven by outside service contracts.

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Fuel

The following graph for our transportation segments shows our average cost of jet and vehicle fuel per gallon for the five most recent quarters:

Fuel expense decreased 9% in the first quarter of 2017 due to lower fuel prices. However, fuel prices represent only one component of the two factors we considermeaningful in understanding the impact of fuel on our business. Consideration must also be given to the fuel surcharge revenue we collect. Accordingly, we believediscussion of the net impact of fuel on our results, which is a comparison of the year-over-year change in these two factors, is important to understand the impact offuel on our business. In order to provide information about the impact of fuel surcharges on the trend in revenue and yield growth, we have included thecomparative weighted-average fuel surcharge percentages in effect for the first quarter of 2017 and 2016 in the accompanying discussions of each of ourtransportation segments.

The index used to determine the fuel surcharge percentage for our FedEx Freight business adjusts weekly, while our fuel surcharges for the FedEx Express, TNTExpress and FedEx Ground businesses incorporate a timing lag of approximately six to eight weeks before they are adjusted for changes in fuel prices. Forexample, the fuel surcharge index in effect at FedEx Express in August 2016 was set based on June 2016 fuel prices. In addition, the structure of the table that isused to determine our fuel surcharge at FedEx Express, TNT Express and FedEx Ground does not adjust immediately for changes in fuel price, but allows for thefuel surcharge revenue charged to our customers to remain unchanged as long as fuel prices remain within certain ranges.

Beyond these factors, the manner in which we purchase fuel also influences the net impact of fuel on our results. For example, our contracts for jet fuel purchases atFedEx Express are tied to various indices, including the U.S. Gulf Coast index. While many of these indices are aligned, each index may fluctuate at a differentpace, driving variability in the prices paid for jet fuel. Furthermore, under these contractual arrangements, approximately 75% of our jet fuel is purchased based onthe index price for the preceding week, with the remainder of our purchases tied to the index price for the preceding month, rather than based on daily spot rates.These contractual provisions mitigate the impact of rapidly changing daily spot rates on our jet fuel purchases.

Because of the factors described above, our operating results may be affected should the market price of fuel suddenly change by a significant amount or change byamounts that do not result in an adjustment in our fuel surcharges, which can significantly affect our earnings either positively or negatively in the short-term.

We routinely review our fuel surcharges and our fuel surcharge methodology. As announced on September 19, 2016, FedEx Express and FedEx Ground fuelsurcharges will be adjusted on a weekly basis compared to the current monthly adjustment, effective February 6, 2017. On November 2, 2015, we updated thetables used to determine our fuel surcharges at FedEx Express, FedEx Ground and FedEx Freight.

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The net impact of fuel had a minimal impact to consolidated operating income in the first quarter of 2017, as the year-over-year decrease in fuel prices were offsetby decreased fuel surcharge revenue during the first quarter of 2017 versus the prior year.

The net impact of fuel on our operating results does not consider the effects that fuel surcharge levels may have on our business, including changes in demand andshifts in the mix of services purchased by our customers. While fluctuations in fuel surcharge percentages can be significant from period to period, fuel surchargesrepresent one of the many individual components of our pricing structure that impact our overall revenue and yield. Additional components include the mix ofservices sold, the base price and extra service charges we obtain for these services and the level of pricing discounts offered.

Other Income and Expense

Interest expense increased $50 million in the first quarter of 2017 primarily due to our U.S. and European debt issuances in fiscal 2016. The annualized weightedaverage interest rate on long-term debt was 3.6% for the three months ended August 31, 2016, reflecting the favorable interest rates obtained in recent debtofferings.

Income Taxes

Our effective tax rate was 37.4% for the first quarter of 2017 and 36.2% for the first quarter of 2016. The tax rate in the first quarter of 2017 increased due to theimpact of local country losses in some entities within TNT Express, for which no tax benefit could be recognized due to the uncertainty as to the utilization of theselosses. Longer term, as the synergies from the TNT Express acquisition result in greater international profits, we expect our effective tax rate to be lower than therate in recent years.

We are subject to taxation in the United States and various U.S. state, local and foreign jurisdictions. We are currently under examination by the Internal RevenueService for the 2014 and 2015 tax years. It is reasonably possible that certain income tax return proceedings will be completed during the next 12 months and couldresult in a change in our balance of unrecognized tax benefits. The expected impact of any changes would not be material to our consolidated financial statements.As of August 31, 2016, there were no material changes to our liabilities for unrecognized tax benefits from May 31, 2016.

Business Acquisition

On May 25, 2016, we acquired TNT Express for €4.4 billion (approximately $4.9 billion). Cash acquired in the acquisition was approximately €250 million ($280million). As of August 31, 2016, $36 million of shares associated with the transaction remained untendered, a decrease of $251 million since May 31, 2016. Theremaining untendered shares are included in the “Other liabilities” caption of our consolidated balance sheets. We funded the acquisition with proceeds from ourApril 2016 debt issuance and existing cash balances. The financial results of this business are included in the FedEx Express group and TNT Express segment fromthe date of acquisition.

TNT Express collects, transports and delivers documents, parcels and freight to over 200 countries. This strategic acquisition broadens our portfolio of internationaltransportation solutions with the combined strength of TNT Express’s strong European road platform and our strength in other regions globally, including NorthAmerica and Asia.

Given the timing and complexity of the acquisition, the presentation of TNT Express in our financial statements, including the allocation of the purchase price, ispreliminary and will likely change in future periods, perhaps significantly, as fair value estimates of the assets acquired and liabilities assumed are refined duringthe measurement period. We will complete our purchase price allocation no later than the fourth quarter of 2017.

See Note 1 of the accompanying unaudited condensed consolidated financial statements for further discussion of this acquisition.

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Outlook

We expect revenue and earnings growth in 2017 prior to any mark-to-market (MTM) benefit plans adjustment. Our results in 2017 will continue to be negativelyimpacted by our TNT Express integration and restructuring activities. Our expectations for earnings growth in the second quarter and the remainder of 2017 aredependent on key external factors, including fuel prices and the pace of improvement in the global economy.

Due to our TNT Express acquisition, 2017 will be a year of intensive integration activities and investments. We have owned TNT Express for approximately 120days, and our integration activities are well underway. The integration process is complex as it spans over 200 countries and involves combining our pickup anddelivery operations at a local level, our global and regional air and ground networks, and our extensive operations, clearance, sales and back-office IT systems, andis expected to take four years to complete. In addition, as discussed in our Annual Report, TNT Express is undergoing a large restructuring program called Outlook,which includes incurring certain restructuring costs. We estimate incurring costs of approximately $275 million in 2017 as a result of the TNT Express integrationand Outlook restructuring programs. We currently expect the aggregate integration program expense over the four years to be in the range of $700 million to$800 million. The timing and amount of integration-related expenses in any future period is subject to change as we implement our plans. Therefore, we cannotcurrently predict if TNT Express will be accretive under accounting principles generally accepted in the United States in 2018.

We believe that this acquisition presents significant opportunities for material synergies in pickup and delivery costs, air and ground network optimization, selling,general and administrative expenses, as well as revenue growth, and the benefit of a lower tax rate. We are currently anticipating annual pre-tax synergies followingthe completion of the integration program in fiscal 2020 of $750 million. Given that the integration is complex and spans several years, how we achieve our targetmay evolve over time as market conditions and other factors change.

OtherOutlookMatters. For details on key 2017 capital projects, refer to the “Liquidity Outlook” section of this MD&A.

We are involved in a number of lawsuits and other proceedings that challenge the status of FedEx Ground’s owner-operators as independent contractors. For adescription of these proceedings, see Note 8 of the accompanying unaudited condensed consolidated financial statements and the “Independent Contractor Model”section of our FedEx Ground segment MD&A.

In the third quarter of 2016, FedEx Ground announced plans to implement the Independent Service Provider (“ISP”) model throughout its entire U.S. pickup anddelivery network. To date, service providers in 32 states are operating under, or transitioning to, the ISP model. The transition to the ISP model in the remaining 18states is expected to be completed by the end of 2020. The costs associated with these transitions will be recognized in the periods incurred and are not expected tobe material to any future quarter.

See “Forward-Looking Statements” for a discussion of these and other potential risks and uncertainties that could materially affect our future performance.

RECENT ACCOUNTING GUIDANCE

New accounting rules and disclosure requirements can significantly impact our reported results and the comparability of our financial statements. These matters aredescribed in our Annual Report.

During the quarter, we retrospectively adopted the authoritative guidance issued by the Financial Accounting Standards Board (“FASB”) to simplify thepresentation of debt issuance costs. This new guidance requires entities to present debt issuance costs related to a recognized debt liability as a direct deductionfrom the carrying amount of that debt liability, rather than as an asset. This new guidance had a minimal impact on our accounting and financial reporting.

On May 28, 2014, the FASB and International Accounting Standards Board issued a new accounting standard that will supersede virtually all existing revenuerecognition guidance under generally accepted accounting principles in the United States (and International Financial Reporting Standards) which has beensubsequently updated to defer the effective date of the new revenue recognition standard by one year. This standard will be effective for us beginning in fiscal 2019.The fundamental principles of the new guidance are that companies should recognize revenue in a manner that reflects the timing of the transfer of services to

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customers and the amount of revenue recognized reflects the consideration that a company expects to receive for the goods and services provided. The newguidance establishes a five-step approach for the recognition of revenue. Based on our preliminary assessment, we do not anticipate that the new guidance will havea material impact on our revenue recognition policies, practices or systems.

On February 25, 2016, the FASB issued the new lease accounting standard which requires lessees to put most leases on their balance sheets but recognize theexpenses on their income statements in a manner similar to current practice. The new standard states that a lessee will recognize a lease liability for the obligation tomake lease payments and a right-of-use asset for the right to use the underlying asset for the lease term. Expense related to leases determined to be operating leaseswill be recognized on a straight-line basis, while those determined to be financing leases will be recognized following a front-loaded expense profile in whichinterest and amortization are presented separately in the income statement. We are currently evaluating the impact of this new standard on our financial reporting,but recognizing the lease liability and related right-of-use asset will significantly impact our balance sheet. These changes will be effective for our fiscal yearbeginning June 1, 2019 (fiscal 2020), with a modified retrospective adoption method to the beginning of 2018.

In March 2016, the FASB issued an Accounting Standards Update to simplify the accounting for share-based payment transactions. The new guidance requirescompanies to recognize the income tax effects of awards that vest or are settled as income tax expense or benefit in the income statement as opposed to additionalpaid-in capital as is current practice. The guidance also provides clarification of the presentation of certain components of share-based awards in the statement ofcash flows. Additionally, the guidance allows companies to make a policy election to account for forfeitures either upon occurrence or by estimating forfeitures.This new standard will have minimal impact on our financial reporting. These changes will be effective for our fiscal year beginning June 1, 2017 (fiscal 2018).

We believe that no other new accounting guidance was adopted or issued during the first three months of 2017 that is relevant to the readers of our financialstatements.

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REPORTABLE SEGMENTS

FedEx Express, TNT Express, FedEx Ground and FedEx Freight represent our major service lines and, along with FedEx Services, form the core of our reportablesegments. Our reportable segments include the following businesses: FedEx Express Group:

FedEx Express Segment FedEx Express (express transportation)

FedEx Trade Networks (air and ocean freight forwarding, customs brokerage and cross-border enablementtechnology and solutions)

FedEx SupplyChain Systems (logistics services)TNT Express Segment TNT Express (international express transportation, small-package ground delivery and freight transportation)

FedEx Ground Segment FedEx Ground (small-package ground delivery) GENCO Distribution System, Inc. (“GENCO”) (third-party logistics)

FedEx Freight Segment FedEx Freight (LTL freight transportation) FedEx Custom Critical (time-critical transportation)

FedEx Services Segment

FedEx Services (sales, marketing, information technology, communications, customer service, technical support,billing and collection services and back-office functions)

FedEx Office (document and business services and package acceptance)

FEDEX SERVICES SEGMENT

The line item “Intercompany charges” on the accompanying unaudited condensed consolidated financial statements of our transportation segments reflects theallocations from the FedEx Services segment to the respective transportation segments. The allocations of net operating costs are based on metrics such as relativerevenues or estimated services provided.

The FedEx Services segment provides direct and indirect support to our transportation businesses, and we allocate all of the net operating costs of the FedExServices segment (including the net operating results of FedEx Office) to reflect the full cost of operating our transportation businesses in the results of thosesegments. Within the FedEx Services segment allocation, the net operating results of FedEx Office, which are an immaterial component of our allocations, areallocated to FedEx Express and FedEx Ground. We review and evaluate the performance of our transportation segments based on operating income (inclusive ofFedEx Services segment allocations). For the FedEx Services segment, performance is evaluated based on the impact of its total allocated net operating costs on ourtransportation segments. We believe these allocations approximate the net cost of providing these functions. Our allocation methodologies are refined periodically,as necessary, to reflect changes in our businesses.

ELIMINATIONS, CORPORATE AND OTHER

Certain FedEx operating companies provide transportation and related services for other FedEx companies outside their reportable segment. Billings for suchservices are based on negotiated rates, which we believe approximate fair value, and are reflected as revenues of the billing segment. These rates are adjusted fromtime to time based on market conditions. Such intersegment revenues and expenses are eliminated in our consolidated results and are not separately identified in thefollowing segment information, because the amounts are not material.

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Corporate and other includes corporate headquarters costs for executive officers and certain legal and financial functions, as well as certain other costs and creditsnot attributed to our core business. These costs are not allocated to the business segments. The year-over-year increase in these costs was driven by TNT Expressintegration expenses discussed above.

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FEDEX EXPRESS GROUP

The FedEx Express Group consists of the combined results of the FedEx Express and TNT Express segments. As discussed in our Annual Report, we havecombined these segments for financial reporting discussion purposes into a collective business as a result of their management reporting structure. Furthermore,over time their operations will be integrated, therefore presenting a group view provides a basis for future year-over-year comparison purposes. We acquired TNTExpress in the fourth quarter of 2016, which has impacted the year-over-year comparability of revenue and operating income. The following table comparesselected performance measures (dollars in millions) for the three-month periods ended August 31:

2016 2015

Percent Change

Revenues: FedEx Express Segment $ 6,656 $ 6,591 1 TNT Express Segment 1,804 — NM

FedEx Express Group 8,460 6,591 28

Operating income (loss): FedEx Express Segment 624 545 14 TNT Express Segment (14) — NM

FedEx Express Group $ 610 $ 545 12

Operating margin: FedEx Express Segment 9.4% 8.3% 110 bp TNT Express Segment (0.8%) — NM bp

FedEx Express Group 7.2% 8.3% (110)bp

FedEx Express Group Results

In the first quarter of 2017, the FedEx Express Group delivered combined revenue of $8.5 billion, which represents an increase of 28% over the first quarter of2016. This increase was due to the inclusion of our recently acquired TNT Express segment, as well as improved base yields and package volume and freightpounds growth at our FedEx Express segment, which were partially offset by the negative impact of lower fuel surcharges and slightly unfavorable exchange rates.

Operating income increased in the first quarter of 2017 within the FedEx Express group reflecting the continued success of our FedEx Express segment, which wasslightly offset by the TNT Express segment. The TNT Express segment reported an operating loss due to the continued execution of the Outlook restructuringprogram and amortization of intangible assets. Operating margin of the group declined due to the inclusion of the TNT Express segment which was partially offsetby the increase in the FedEx Express segment operating margin.

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FEDEX EXPRESS SEGMENT

FedEx Express offers a wide range of U.S. domestic and international shipping services for delivery of packages and freight including priority services, whichprovide time-definite delivery within one, two or three business days worldwide, and deferred or economy services, which provide time-definite delivery withinfive business days worldwide. The following table compares revenues, operating expenses, operating expenses as a percent of revenue, operating income andoperating margin (dollars in millions) for the three-month periods ended August 31:

2016 2015

PercentChange

Revenues: Package:

U.S. overnight box $ 1,722 $ 1,658 4 U.S. overnight envelope 443 422 5 U.S. deferred 810 816 (1)

Total U.S. domestic package revenue 2,975 2,896 3

International priority 1,434 1,464 (2) International economy 584 574 2

Total international export package revenue 2,018 2,038 (1)

International domestic 320 327 (2)

Total package revenue 5,313 5,261 1 Freight:

U.S. 616 573 8 International priority 360 350 3 International airfreight 27 36 (25)

Total freight revenue 1,003 959 5 Percent of Revenue

Other 340 371 (8) 2016 2015

Total revenues 6,656 6,591 1 100.0% 100.0% Operating expenses:

Salaries and employee benefits 2,588 2,523 3 38.9 38.3 Purchased transportation 557 601 (7) 8.4 9.1 Rentals and landing fees 401 410 (2) 6.0 6.2 Depreciation and amortization 348 347 — 5.2 5.3 Fuel 501 607 (17) 7.5 9.2 Maintenance and repairs 357 345 3 5.4 5.2 Intercompany charges 462 445 4 6.9 6.7 Other 818 768 7 12.3 11.7

Total operating expenses 6,032 6,046 — 90.6% 91.7%

Operating income $ 624 $ 545 14

Operating margin 9.4% 8.3% 110bp

International domestic revenues represent our international intra-country operations.

Includes FedEx Trade Networks and FedEx SupplyChain Systems.

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The following table compares selected statistics (in thousands, except yield amounts) for the three-month periods ended August 31:

2016 2015

PercentChange

Package Statistics Average daily package volume (ADV):

U.S. overnight box 1,255 1,210 4 U.S. overnight envelope 570 541 5 U.S. deferred 824 865 (5)

Total U.S. domestic ADV 2,649 2,616 1

International priority 385 389 (1) International economy 178 176 1

Total international export ADV 563 565 —

International domestic 875 855 2

Total ADV 4,087 4,036 1

Revenue per package (yield): U.S. overnight box $ 21.11 $ 21.08 — U.S. overnight envelope 11.96 11.99 — U.S. deferred 15.12 14.52 4

U.S. domestic composite 17.28 17.03 1 International priority 57.30 57.86 (1) International economy 50.48 50.18 1

International export composite 55.15 55.47 (1) International domestic 5.62 5.88 (4)

Composite package yield 20.00 20.05 — Freight Statistics

Average daily freight pounds: U.S. 8,067 7,278 11 International priority 2,534 2,491 2 International airfreight 585 609 (4)

Total average daily freight pounds 11,186 10,378 8

Revenue per pound (yield): U.S. $ 1.18 $ 1.21 (2) International priority 2.19 2.16 1 International airfreight 0.70 0.92 (24)

Composite freight yield 1.38 1.42 (3)

Package and freight statistics include only the operations of FedEx Express.

International domestic statistics represent our international intra-country operations.

FedEx Express Segment Revenues

FedEx Express segment revenues increased 1% in the first quarter of 2017 due to improved base yields and package volume and freight pounds growth, which waslargely offset by lower fuel surcharges and slightly unfavorable exchange rates. U.S. domestic average daily volumes increased 1% in the first quarter of 2017driven by our overnight service offerings. U.S. domestic yields increased 1% in the first quarter of 2017 due to higher base rates partially offset by lower fuelsurcharges. Freight average daily pounds increased 8% in the first quarter of 2017 due to higher U.S. Postal Service volume. International export yields decreased1% in the first quarter of 2017 due to the negative impact of lower fuel surcharges and unfavorable exchange rates and were partially offset by higher base rates.

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Our fuel surcharges are indexed to the spot price for jet fuel. Using this index, the U.S. domestic and outbound fuel surcharge percentages and the international fuelsurcharge percentages ranged as follows for the three-month periods ended August 31: 2016 2015 U.S. Domestic and Outbound Fuel Surcharge:

Low 1.00% 3.00% High 2.50 4.00 Weighted-average 1.83 3.34

International Fuel Surcharges: Low 1.00 3.00 High 9.50 12.00 Weighted-average 5.69 8.82

On September 19, 2016, FedEx Express announced a 3.9% average list price increase for U.S. domestic, U.S. export and U.S. import services and a change to theU.S. domestic dimensional weight divisor effective January 2, 2017. In addition, FedEx Express fuel surcharges will be adjusted on a weekly basis compared to thecurrent monthly adjustment, effective February 6, 2017. On January 4, 2016, FedEx Express implemented a 4.9% average list price increase for FedEx ExpressU.S. domestic, U.S. export and U.S. import services. In addition, effective November 2, 2015, FedEx Express updated certain tables used to determine fuelsurcharges.

FedEx Express Segment Operating Income

FedEx Express continued to increase operating income, which was up 14%, and grew operating margin 110 basis points in the first quarter of 2017 due to baseyield improvement, volume growth and the continued benefits of cost management initiatives. In addition, results in the first quarter of 2017 include approximately$22 million of TNT Express integration expenses. FedEx Express continues to manage network capacity to match customer demand, reduce structural costs,modernize our fleet and drive productivity increases throughout its operations.

Salaries and employee benefits increased 3% in the first quarter of 2017 due to merit increases and staffing to support volume growth. Other expenses increased 7%in the first quarter of 2017 primarily due to TNT Express integration expenses of approximately $15 million. Purchased transportation expenses decreased 7% inthe first quarter of 2017 driven by lower exchange rates.

Fuel expense decreased 17% during the first quarter of 2017 due to lower fuel prices. See the “Fuel” section of this MD&A for a description and additionaldiscussion of the net impact of fuel on our operating results.

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TNT EXPRESS SEGMENT

TNT Express collects, transports and delivers documents, parcels and freight on a day-definite or time-definite basis. Services are primarily classified by the speed,distance, weight and size of shipments. Whereas the majority of shipments are between businesses, TNT Express also offers business-to-consumer services to selectkey customers. We acquired TNT Express in the fourth quarter of 2016. The following table presents revenues, operating expenses, operating expenses as a percentof revenue, operating income, operating margin (dollars in millions) and selected package statistics (in thousands, except yield amounts) for the three month periodended August 31:

Percent ofRevenue

2016 2016 Revenues $ 1,804 100.0%Operating expenses:

Salaries and employee benefits 521 28.9 Purchased transportation 768 42.5 Rentals and landing fees 86 4.8 Depreciation and amortization 72 4.0 Fuel 54 3.0 Maintenance and repairs 36 2.0 Other 281 15.6

Total operating expenses 1,818 100.8%

Operating loss $ (14)

Operating margin (0.8)%

Package:

Average daily packages 919 Revenue per package (yield) $ 25.97

Freight:

Average daily pounds 3,702 Revenue per pound (yield) $ 0.62

TNT Express fuel surcharges are indexed to the spot price for jet fuel. Using this index, the international fuel surcharge percentages ranged as follows for the three-month periods ended August 31: 2016 International Fuel Surcharges:

Low 6.50% High 18.00 Weighted-average 12.70

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TNT Express Segment Results

The TNT Express segment was formed in the fourth quarter of 2016, following the acquisition of TNT Express on May 25, 2016. Since the date of acquisition,TNT Express has focused on maintaining its customer base while beginning integration activities with FedEx Express, as well as continuing to execute the Outlookprogram.

TNT Express revenues were $1.8 billion for the first quarter of 2017. However, TNT Express reported an operating loss in the first quarter of 2017 due to intangibleasset amortization of $28 million and $20 million of Outlook restructuring and integration costs. Costs associated with the Outlook restructuring program areexpected to continue through calendar year 2018 and integration costs are expected to continue through fiscal year 2020.

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FEDEX GROUND SEGMENT

FedEx Ground service offerings include day-certain delivery to businesses in the U.S. and Canada and to 100% of U.S. residences. The following tables comparerevenues, operating expenses, operating expenses as a percent of revenue, operating income, operating margin (dollars in millions) and selected package statistics(in thousands, except yield amounts) for the three-month periods ended August 31:

2016 2015

PercentChange

Revenues: FedEx Ground $ 3,891 $ 3,460 12 Percent of Revenue

GENCO 399 370 8 2016 2015

Total revenues 4,290 3,830 12 100.0% 100.0%

Operating expenses: Salaries and employee benefits 766 653 17 17.9 17.0 Purchased transportation 1,692 1,527 11 39.4 39.9 Rentals 181 145 25 4.2 3.8 Depreciation and amortization 163 146 12 3.8 3.8 Fuel 2 3 (33) — 0.1 Maintenance and repairs 76 69 10 1.8 1.8 Intercompany charges 325 297 9 7.6 7.8 Other 475 453 5 11.1 11.8

Total operating expenses 3,680 3,293 12 85.8% 86.0%

Operating income $ 610 $ 537 14

Operating margin 14.2% 14.0% 20bp

Average daily package volume FedEx Ground 7,389 6,717 10

Revenue per package (yield) FedEx Ground $ 8.09 $ 7.91 2

FedEx Ground Segment Revenues

FedEx Ground segment revenues increased 12% during the first quarter of 2017 due to volume and yield growth and were partially offset by lower fuel surcharges.

Average daily volume at FedEx Ground increased 10% during the first quarter of 2017 primarily due to continued growth in our residential services driven by e-commerce, as well as our commercial business. FedEx Ground yield increased 2% during the first quarter of 2017 primarily due to higher base yields, which werepartially offset by lower fuel surcharges.

The FedEx Ground fuel surcharge is based on a rounded average of the national U.S. on-highway average price for a gallon of diesel fuel, as published by theDepartment of Energy. Our fuel surcharge percentages ranged as follows for the three-month periods ended August 31: 2016 2015 Low 3.30% 4.00% High 4.00 4.50 Weighted-average 3.70 4.30

On September 19, 2016, FedEx Ground announced a 4.9% average list price increase and a change to the U.S. domestic dimensional weight divisor effectiveJanuary 2, 2017. In addition, FedEx Ground fuel surcharges will be adjusted on a weekly basis compared to the current monthly adjustment, effective February 6,2017. On January 4, 2016, FedEx Ground implemented a 4.9% increase in average list price. In addition, on November 2, 2015, FedEx Ground increasedsurcharges for shipments that exceed the published maximum weight or dimensional limits and updated certain tables used to determine fuel surcharges.

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FedEx Ground Segment Operating Income

FedEx Ground segment operating income and margin increased during the first quarter of 2017 due to volume and yield growth and lower self-insurance costs.These factors were partially offset by higher operational costs due to continued network expansion and higher purchased transportation rates.

Purchased transportation expense increased 11% in the first quarter of 2017 due to higher volumes and increased rates. Salaries and employee benefits expenseincreased 17% during the first quarter of 2017 due to volume growth and additional staffing to support network expansion. Rentals expense increased 25% anddepreciation and amortization expense increased 12% in the first quarter of 2017 due to network expansion.

Independent Contractor Model

FedEx Ground is involved in numerous lawsuits and other proceedings (such as state tax or other administrative challenges) where the classification of itsindependent contractors is at issue. During the third quarter of 2016, we reached agreements in principle to settle all of the 19 cases on appeal in the multidistrictlitigation. These cases involve a contractor model which FedEx Ground has not operated since 2011. In addition, we are defending contractor-model cases that arenot or are no longer part of the multidistrict litigation. These cases are in varying stages of litigation. We will continue to vigorously defend ourselves in theseproceedings and continue to believe that FedEx Ground’s owner-operators are properly classified as independent contractors and that FedEx Ground is not anemployer of the drivers of the company’s independent contractors. For a description of these proceedings, see Note 8 of the accompanying unaudited condensedconsolidated financial statements.

For additional information on the FedEx Ground Independent Service Provider model, see Part 1, Item 1 of our Annual Report under the caption “IndependentContractor Model” and “Other Outlook Matters” under Consolidated Results of this MD&A.

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FEDEX FREIGHT SEGMENT

FedEx Freight service offerings include priority services when speed is critical and economy services when time can be traded for savings. The following tablecompares revenues, operating expenses, operating expenses as a percent of revenue, operating income, operating margin (dollars in millions) and selected statisticsfor the three-month periods ended August 31: Percent Percent of Revenue

2016 2015 Change 2016 2015 Revenues $ 1,658 $ 1,601 4 100.0% 100.0% Operating expenses:

Salaries and employee benefits 772 721 7 46.6 45.0 Purchased transportation 259 251 3 15.6 15.7 Rentals 30 43 (30) 1.8 2.7 Depreciation and amortization 64 59 8 3.9 3.7 Fuel 91 102 (11) 5.5 6.4 Maintenance and repairs 54 53 2 3.2 3.3 Intercompany charges 126 113 12 7.6 7.1 Other 127 127 — 7.7 7.9

Total operating expenses 1,523 1,469 4 91.9% 91.8%

Operating income $ 135 $ 132 2

Operating margin 8.1% 8.2% (10)bp

Average daily LTL shipments (in thousands) Priority 72.5 66.5 9 Economy 32.3 30.7 5

Total average daily LTL shipments 104.8 97.2 8

Weight per LTL shipment (lbs) Priority 1,176 1,198 (2) Economy 1,098 1,168 (6)

Composite weight per LTL shipment 1,152 1,189 (3)

LTL revenue per shipment Priority $ 217.50 $ 223.26 (3) Economy 255.46 269.33 (5)

Composite LTL revenue per shipment $ 229.20 $ 237.81 (4)

LTL revenue per hundredweight Priority $ 18.49 $ 18.63 (1) Economy 23.26 23.06 1

Composite LTL revenue per hundredweight $ 19.89 $ 20.01 (1)

FedEx Freight Segment Revenues

FedEx Freight segment revenues increased 4% during the first quarter of 2017 due to higher average daily LTL shipments, which was partially offset by lowerrevenue per shipment. Average daily LTL shipments increased 8% in the first quarter of 2017 primarily due to continued increased volumes from small and mid-sized customers. LTL revenue per shipment decreased 4% in the first quarter of 2017 due to lower fuel surcharges and lower weight per shipment.

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The indexed LTL fuel surcharge is based on the average of the national U.S. on-highway average price for a gallon of diesel fuel, as published by the Department ofEnergy. The indexed LTL fuel surcharge percentages ranged as follows for the three-month periods ended August 31: 2016 2015 Low 20.20% 21.40% High 20.80 23.10 Weighted-average 20.50 22.40

On September 19, 2016, FedEx Freight announced a 4.9% average increase in certain U.S. and other shipping rates effective January 2, 2017. On January 4, 2016,FedEx Freight implemented zone-based pricing on U.S. and other LTL shipping rates. Also, on January 4, 2016, FedEx Freight implemented a 4.9% averageincrease in certain U.S. and other shipping rates.

FedEx Freight Segment Operating Income

FedEx Freight segment operating income increased 2% primarily due to higher volumes. This increase was partially offset by lower LTL revenue per shipment,which also drove a decline in operating margin. Salaries and employee benefits increased 7% in the first quarter of 2017 due to higher staffing levels to supportvolume growth. Purchased transportation expense increased 3% in the first quarter of 2017 due to higher volumes. Rentals decreased 30% in the first quarter of2017 driven primarily by a charge related to a facility closure in the prior year and a credit related to the favorable sublease of the facility in the current year.

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FINANCIAL CONDITION

LIQUIDITY

Cash and cash equivalents totaled $3.0 billion at August 31, 2016, compared to $3.5 billion at May 31, 2016. The following table provides a summary of our cashflows for the three-month periods ended August 31 (in millions): 2016 2015 Operating activities:

Net income $ 715 $ 692 Noncash charges and credits 1,008 749 Changes in assets and liabilities (752) (200)

Cash provided by operating activities 971 1,241

Investing activities: Capital expenditures (1,215) (1,209) Proceeds from asset dispositions and other 9 10

Cash used in investing activities (1,206) (1,199)

Financing activities: Principal payments on debt (12) (15) Proceeds from stock issuances 40 46 Excess tax benefit on the exercise of stock options 2 6 Dividends paid (106) (71) Purchase of treasury stock (222) (190) Other, net (15) —

Cash used in financing activities (313) (224)

Effect of exchange rate changes on cash 3 (38)

Net decrease in cash and cash equivalents (545) (220)

Cash and cash equivalents at the end of period $ 2,989 $ 3,543

Cash flows from operating activities decreased $270 million in the first quarter of 2017 predominantly due to higher variable compensation payouts and higherpension contributions. Capital expenditures during the first three months of 2017 were higher than capital expenditures in the first three months of 2016, primarilydue to increased spending for sort facility expansion at FedEx Ground. See “Capital Resources” for a discussion of capital expenditures during 2017 and 2016.

On January 26, 2016, our Board of Directors approved a share repurchase program of up to 25 million shares. During the first quarter of 2017, we repurchased 1.4million shares of FedEx common stock at an average price of $160.18 per share for a total of $222 million. As of August 31, 2016, 17.6 million shares remainedunder the share repurchase authorization. Shares under the current repurchase program may be repurchased from time to time in the open market or in privatelynegotiated transactions. The timing and volume of repurchases are at the discretion of management, based on the capital needs of the business, the market price ofFedEx common stock and general market conditions. No time limit was set for the completion of the program, and the program may be suspended or discontinuedat any time.

CAPITAL RESOURCES

Our operations are capital intensive, characterized by significant investments in aircraft, vehicles, technology, facilities, and package-handling and sortequipment. The amount and timing of capital additions depend on various factors, including pre-existing contractual commitments, anticipated volume growth,domestic and international economic conditions, new or enhanced services, geographical expansion of services, availability of satisfactory financing and actions ofregulatory authorities.

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The following table compares capital expenditures by asset category and reportable segment for the three-month periods ended August 31 (in millions): Dollar Percent 2016 2015 Change Change Aircraft and related equipment $ 592 $ 623 $ (31) (5) Package handling and ground support equipment 197 185 12 6 Vehicles 149 218 (69) (32) Information technology investments 159 74 85 115 Facilities and other 118 109 9 8

Total capital expenditures $ 1,215 $ 1,209 $ 6 —

FedEx Express segment 775 834 (59) (7) TNT Express segment 56 — 56 NM FedEx Ground segment 237 221 16 7 FedEx Freight segment 45 63 (18) (29) FedEx Services segment 102 91 11 12

Total capital expenditures $ 1,215 $ 1,209 $ 6 —

Capital expenditures during the first quarter of 2017 were higher than the prior-year period primarily due to increased spending at FedEx Ground driven by sortfacility expansion, which includes information technology investments. Aircraft and related equipment purchases at FedEx Express during the first quarter of 2017included the delivery of six Boeing 767-300 Freighter (“B767F”) aircraft, as well as the modification of certain aircraft before being placed into service.

LIQUIDITY OUTLOOK

We believe that our cash and cash equivalents, cash flow from operations and available financing sources are adequate to meet our liquidity needs, includingworking capital, capital expenditure requirements and debt payment obligations. Our cash and cash equivalents balance at August 31, 2016 includes $728 million ofcash in offshore jurisdictions associated with our permanent reinvestment strategy. We do not believe that the indefinite reinvestment of these funds offshoreimpairs our ability to meet our domestic debt or working capital obligations. Although we expect higher capital expenditures in 2017, we anticipate that our cashflow from operations will be sufficient to fund these expenditures. Historically, we have been successful in obtaining unsecured financing, from both domestic andinternational sources, although the marketplace for such investment capital can become restricted depending on a variety of economic factors.

Our capital expenditures are expected to be approximately $5.6 billion in 2017 and include spending for sort facility expansion, primarily at FedEx Ground, aircraftand aircraft-related equipment at FedEx Express, and vehicle replacement at all our transportation segments. This capital expenditure forecast includes TNTExpress. We invested $592 million in aircraft and aircraft-related equipment in the first quarter of 2017 and expect to invest an additional $1 billion for aircraft andaircraft-related equipment during the remainder of 2017.

We have a shelf registration statement filed with the Securities and Exchange Commission (“SEC”) that allows us to sell, in one or more future offerings, anycombination of our unsecured debt securities and common stock.

We have a five-year $1.75 billion revolving credit facility that expires in November 2020. See Note 3 of the accompanying unaudited condensed consolidatedfinancial statements for a description of the term and significant covenants of our revolving credit facility.

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In September 2016, we made $250 million in required contributions to our tax-qualified U.S. domestic pension plans (“U.S. Pension Plans”). Our U.S. PensionPlans have ample funds to meet expected benefit payments. For the remainder of 2017, we have $616 million in required contributions to our U.S. Pension Plans.

Standard & Poor’s has assigned us a senior unsecured debt credit rating of BBB and commercial paper rating of A-2 and a ratings outlook of “stable.” Moody’sInvestors Service has assigned our unsecured debt a credit rating at Baa2 and affirmed our commercial paper rating of P-2 and a ratings outlook of “stable.” If ourcredit ratings drop, our interest expense may increase. If our commercial paper ratings drop below current levels, we may have difficulty utilizing the commercialpaper market. If our senior unsecured debt credit ratings drop below investment grade, our access to financing may become limited.

CONTRACTUAL CASH OBLIGATIONS AND OFF-BALANCE SHEET ARRANGEMENTS

The following table sets forth a summary of our contractual cash obligations as of August 31, 2016. Certain of these contractual obligations are reflected in ourbalance sheet, while others are disclosed as future obligations under accounting principles generally accepted in the United States. Except for the current portion ofinterest on long-term debt, this table does not include amounts already recorded in our balance sheet as current liabilities at August 31, 2016. We have certaincontingent liabilities that are not accrued in our balance sheet in accordance with accounting principles generally accepted in the United States. These contingentliabilities are not included in the table below. We have other long-term liabilities reflected in our balance sheet, including deferred income taxes, qualified andnonqualified pension and postretirement healthcare plan liabilities and other self-insurance accruals. The payment obligations associated with these liabilities arenot reflected in the table below due to the absence of scheduled maturities. Accordingly, this table is not meant to represent a forecast of our total cash expendituresfor any of the periods presented.

Payments Due by Fiscal Year (Undiscounted) (in millions)

2017

2018 2019 2020 2021 Thereafter Total Operating activities:

Operating leases $1,927 $ 2,302 $ 2,018 $ 1,736 $ 1,533 $ 8,487 $ 18,003 Non-capital purchase obligations and other 448 459 312 221 134 104 1,678 Interest on long-term debt 343 497 496 434 422 8,234 10,426 Quarterly contributions to our U.S. Pension Plans 616 — — — — — 616

Investing activities: Aircraft and aircraft-related capital commitments 719 1,767 1,717 1,925 1,480 4,191 11,799 Other capital purchase obligations 49 4 4 1 1 8 67

Financing activities: Debt 8 3 1,313 961 — 11,580 13,865

Total $4,110 $ 5,032 $ 5,860 $ 5,278 $ 3,570 $ 32,604 $ 56,454

Cash obligations for the remainder of 2017.

Open purchase orders that are cancelable are not considered unconditional purchase obligations for financial reporting purposes and are not included in the tableabove. Such purchase orders often represent authorizations to purchase rather than binding agreements. See Note 7 of the accompanying unaudited condensedconsolidated financial statements for more information.

OperatingActivities

The amounts reflected in the table above for operating leases represent future minimum lease payments under noncancelable operating leases (principally aircraftand facilities) with an initial or remaining term in excess of one year at August 31, 2016.

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Included in the table above within the caption entitled “Non-capital purchase obligations and other” is our estimate of the current portion of the liability ($1 million)for uncertain tax positions and amounts for purchase obligations that represent noncancelable agreements to purchase goods or services that are not capitalrelated. Such contracts include those for printing and advertising and promotions contracts. We cannot reasonably estimate the timing of the long-term payments orthe amount by which the liability for uncertain tax positions will increase or decrease over time; therefore, the long-term portion of the liability for uncertain taxpositions ($48 million) is excluded from the table.

The amounts reflected in the table above for interest on long-term debt represent future interest payments due on our long-term debt.

We had $392 million in deposits and progress payments as of August 31, 2016 on aircraft purchases and other planned aircraft-related transactions.

InvestingActivities

The amounts reflected in the table above for capital purchase obligations represent noncancelable agreements to purchase capital-related equipment. Such contractsinclude those for certain purchases of aircraft, aircraft modifications, vehicles, facilities, computers and other equipment.

On June 10, 2016, FedEx Express exercised options to acquire six additional B767F aircraft for delivery in 2019 and 2020.

FinancingActivities

The amounts reflected in the table above for long-term debt represent future scheduled payments on our long-term debt. For the remainder of 2017, we have noscheduled principal debt payments.

Additional information on amounts included within the operating, investing and financing activities captions in the table above can be found in our Annual Report.

CRITICAL ACCOUNTING ESTIMATES

The preparation of financial statements in accordance with accounting principles generally accepted in the United States requires management to make significantjudgments and estimates to develop amounts reflected and disclosed in the financial statements. In many cases, there are alternative policies or estimationtechniques that could be used. We maintain a thorough process to review the application of our accounting policies and to evaluate the appropriateness of the manyestimates that are required to prepare the financial statements of a complex, global corporation. However, even under optimal circumstances, estimates routinelyrequire adjustment based on changing circumstances and new or better information.

GOODWILL.Goodwill is tested for impairment between annual tests whenever events or circumstances make it more likely than not that the fair value of areporting unit has fallen below its carrying value. We do not believe there has been any change of events or circumstances that would indicate that a reevaluation ofthe goodwill of our reporting units is required as of August 31, 2016, nor do we believe the goodwill of our reporting units is at risk of failing impairmenttesting. For additional details on goodwill impairment testing, refer to Note 1 of our Annual Report.

Information regarding our critical accounting estimates can be found in our Annual Report, including Note 1 to the financial statements therein. Management hasdiscussed the development and selection of these critical accounting estimates with the Audit Committee of our Board of Directors and with our independentregistered public accounting firm.

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FORWARD-LOOKING STATEMENTS

Certain statements in this report, including (but not limited to) those contained in “Outlook,” “Liquidity,” “Capital Resources,” “Liquidity Outlook,” “ContractualCash Obligations” and “Critical Accounting Estimates,” and the “Financing Arrangements,” “General,” “Retirement Plans,” and “Contingencies” notes to theconsolidated financial statements, are “forward-looking” statements within the meaning of the Private Securities Litigation Reform Act of 1995 with respect to ourfinancial condition, results of operations, cash flows, plans, objectives, future performance and business. Forward-looking statements include those preceded by,followed by or that include the words “may,” “could,” “would,” “should,” “will,” “believes,” “expects,” “anticipates,” “plans,” “estimates,” “targets,” “projects,”“intends” or similar expressions. These forward-looking statements involve risks and uncertainties. Actual results may differ materially from those contemplated(expressed or implied) by such forward-looking statements, because of, among other things, potential risks and uncertainties, such as: • economic conditions in the global markets in which we operate;

• significant changes in the volumes of shipments transported through our networks, customer demand for our various services or the prices we obtain for our

services; • damage to our reputation or loss of brand equity; • our ability to successfully integrate the businesses and operations of FedEx Express and TNT Express in the expected time frame; • a significant data breach or other disruption to our technology infrastructure, which can adversely affect our reputation, business or results of operations; • the price and availability of jet and vehicle fuel; • our ability to manage our cost structure for capital expenditures and operating expenses, and match it to shifting and future customer volume levels;

• the impact of intense competition on our ability to maintain or increase our prices (including our fuel surcharges in response to fluctuating fuel prices) or to

maintain or grow our market share;

• our ability to effectively operate, integrate, leverage and grow acquired businesses, and to continue to support the value we allocate to these acquired

businesses, including their goodwill;

• our ability to maintain good relationships with our employees and prevent attempts by labor organizations to organize groups of our employees, which could

significantly increase our operating costs and reduce our operational flexibility;

• the impact of costs related to (i) challenges to the status of FedEx Ground’s owner-operators as independent contractors and direct employers of drivers

providing services on their behalf, and (ii) any related changes to our relationship with these owner-operators and their drivers;

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• the impact of the United Kingdom’s vote to leave the European Union;

• any impact on our business from disruptions or modifications in service by, or changes in the business of, the U.S. Postal Service, which is a significant

customer and vendor of FedEx;

• the impact of any international conflicts or terrorist activities on the United States and global economies in general, the transportation industry or us in

particular, and what effects these events will have on our costs or the demand for our services;

• any impacts on our businesses resulting from new domestic or international government laws and regulation, including regulatory actions affecting globalaviation or other transportation rights, increased air cargo and other security or safety requirements, and tax, accounting, trade (such as protectionist measuresenacted in response to weak economic conditions), labor (such as card-check legislation, joint employment standards or changes to the Railway Labor Actaffecting FedEx Express employees), environmental (such as global climate change legislation) or postal rules;

• adverse weather conditions or localized natural disasters in key geographic areas, such as earthquakes, volcanoes, and hurricanes, which can disrupt our

electrical service, damage our property, disrupt our operations, increase our fuel costs and adversely affect our shipment levels; • increasing costs, the volatility of costs and funding requirements and other legal mandates for employee benefits, especially pension and healthcare benefits;

• the increasing costs of compliance with federal, state and foreign governmental agency mandates (including the Foreign Corrupt Practices Act and the U.K.

Bribery Act) and defending against inappropriate or unjustified enforcement or other actions by such agencies;

• changes in foreign currency exchange rates, especially in the euro, Chinese yuan, British pound, Brazilian real, Canadian dollar and Mexican peso, which can

affect our sales levels and foreign currency sales prices; • market acceptance of our new service and growth initiatives;

• any liability resulting from and the costs of defending against class-action litigation, such as wage-and-hour, joint employment, and discrimination and

retaliation claims, and any other legal or governmental proceedings; • our ability to achieve the benefits of any ongoing or future profit improvement initiatives;

• the outcome of future negotiations to reach new collective bargaining agreements — including with the union that represents the pilots of FedEx Express (the

current pilot agreement is scheduled to become amendable in November 2021) and with the union that was elected in 2015 to represent drivers at four FedExFreight facilities;

• the impact of technology developments on our operations and on demand for our services, and our ability to continue to identify and eliminate unnecessary

information technology redundancy and complexity throughout the organization;

• governmental underinvestment in transportation infrastructure, which could increase our costs and adversely impact our service levels due to traffic

congestion or sub-optimal routing of our vehicles and aircraft; • widespread outbreak of an illness or any other communicable disease, or any other public health crisis;

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• availability of financing on terms acceptable to us and our ability to maintain our current credit ratings, especially given the capital intensity of our

operations; and

• other risks and uncertainties you can find in our press releases and SEC filings, including the risk factors identified under the heading “Risk Factors” in

“Management’s Discussion and Analysis of Results of Operations and Financial Condition” in our Annual Report, as updated by our quarterly reports onForm 10-Q.

As a result of these and other factors, no assurance can be given as to our future results and achievements. Accordingly, a forward-looking statement is neither aprediction nor a guarantee of future events or circumstances and those future events or circumstances may not occur. You should not place undue reliance on theforward-looking statements, which speak only as of the date of this report. We are under no obligation, and we expressly disclaim any obligation, to update or alterany forward-looking statements, whether as a result of new information, future events or otherwise.

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Item3.QuantitativeandQualitativeDisclosuresAboutMarketRisk

As of August 31, 2016, there had been no material changes in our market risk sensitive instruments and positions since our disclosures in our Annual Report.

The principal foreign currency exchange rate risks to which we are exposed are in the euro, Chinese yuan, British pound, Brazilian real, Canadian dollar andMexican peso. Historically, our exposure to foreign currency fluctuations is more significant with respect to our revenues than our expenses, as a significant portionof our expenses are denominated in U.S. dollars, such as aircraft and fuel expenses. During the first three months of 2017, the U.S. dollar strengthened relative tothe currencies of the foreign countries in which we operate as compared to May 31, 2016, and this strengthening had a slightly negative impact on our results.

While we have market risk for changes in the price of jet and vehicle fuel, this risk is largely mitigated by our indexed fuel surcharges. For additional discussion ofour indexed fuel surcharges see the “Fuel” section of “Management’s Discussion and Analysis of Results of Operations and Financial Condition.”

Item4.ControlsandProcedures

The management of FedEx, with the participation of our principal executive and financial officers, has evaluated the effectiveness of our disclosure controls andprocedures in ensuring that the information required to be disclosed in our filings under the Securities Exchange Act of 1934, as amended, is recorded, processed,summarized and reported within the time periods specified in the SEC’s rules and forms, including ensuring that such information is accumulated andcommunicated to FedEx management as appropriate to allow timely decisions regarding required disclosure. Based on such evaluation, our principal executive andfinancial officers have concluded that such disclosure controls and procedures were effective as of August 31, 2016 (the end of the period covered by this QuarterlyReport on Form 10-Q).

On May 25, 2016, we acquired TNT Express. We have begun the TNT Express integration process including the integration of policies, processes, people,technology and operations, and we will continue to evaluate the impact of any related changes to internal control over financial reporting. No change occurred inour internal control over financial reporting during our fiscal quarter ended August 31, 2016, that has materially affected, or is reasonably likely to materially affect,our internal control over financial reporting.

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PART II. OTHER INFORMATION

Item1.LegalProceedings

For a description of all material pending legal proceedings, see Note 8 of the accompanying unaudited condensed consolidated financial statements.

Item1A.RiskFactors

There have been no material changes from the risk factors disclosed in our Annual Report (under the heading “Risk Factors” in “Management’s Discussion andAnalysis of Results of Operations and Financial Condition”) in response to Part I, Item 1A of Form 10-K.

Item2.UnregisteredSalesofEquitySecuritiesandUseofProceeds

The following table provides information on FedEx’s repurchases of our common stock during the first quarter of 2017:

ISSUER PURCHASES OF EQUITY SECURITIES

Period

Total Number ofShares

Purchased

Average PricePaid per

Share

Total Number of Shares Purchased

as Part of Publicly

Announced Programs

Maximum Number of

Shares That May Yet Be Purchased

Under the Programs

June 1-30, 2016 975,000 $ 162.71 975,000 18,000,000 July 1-31, 2016 410,000 154.17 410,000 17,590,000 Aug. 1-31, 2016 — — — 17,590,000

Total 1,385,000 $ 160.18 1,385,000

The repurchases above were made under a share repurchase program that was approved by our Board of Directors and announced on January 26, 2016, and throughwhich we are authorized to purchase, in the open market or in privately negotiated transactions, up to an aggregate of 25 million shares of our common stock. As ofSeptember 20, 2016, 17.6 million shares remained authorized for purchase under the January 2016 stock repurchase program, which is the only such program thatcurrently exists. The program does not have an expiration date.

Item6.Exhibits Exhibit Number Description of Exhibit

10.1

Amendment dated June 2, 2016 (but effective as of May 2, 2016) amending the Transportation Agreement dated April 23, 2013 between theUnited States Postal Service and Federal Express Corporation (the “USPS Transportation Agreement”). Confidential treatment has beenrequested for confidential commercial and financial information, pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, asamended (the “Exchange Act”).

10.2

Amendment dated June 2, 2016 (but effective as of May 2, 2016) amending the USPS Transportation Agreement. Confidential treatment hasbeen requested for confidential commercial and financial information, pursuant to Rule 24b-2 under the Exchange Act.

10.3

Amendment dated June 20, 2016 (but effective as of May 30, 2016) amending the USPS Transportation Agreement. Confidential treatment hasbeen requested for confidential commercial and financial information, pursuant to Rule 24b-2 under the Exchange Act.

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10.4

Amendment dated June 20, 2016 amending the USPS Transportation Agreement. Confidential treatment has been requested for confidentialcommercial and financial information, pursuant to Rule 24b-2 under the Exchange Act.

10.5

Amendment dated June 20, 2016 amending the USPS Transportation Agreement. Confidential treatment has been requested for confidentialcommercial and financial information, pursuant to Rule 24b-2 under the Exchange Act.

10.6

Amendment dated June 20, 2016 (but effective as of May 2, 2016) amending the USPS Transportation Agreement. Confidential treatment has beenrequested for confidential commercial and financial information, pursuant to Rule 24b-2 under the Exchange Act.

10.7

Amendment dated July 18, 2016 (but effective as of June 27, 2016) amending the USPS Transportation Agreement. Confidential treatment hasbeen requested for confidential commercial and financial information, pursuant to Rule 24b-2 under the Exchange Act.

10.8 Amendment dated July 7, 2016 (but effective as of July 6, 2016) amending the USPS Transportation Agreement.

10.9

Amendment dated July 26, 2016 (but effective as of May 30, 2016) amending the USPS Transportation Agreement. Confidential treatment hasbeen requested for confidential commercial and financial information, pursuant to Rule 24b-2 under the Exchange Act.

10.10

Amendment dated August 4, 2016 (but effective as of August 1, 2016) amending the USPS Transportation Agreement. Confidential treatment hasbeen requested for confidential commercial and financial information, pursuant to Rule 24b-2 under the Exchange Act.

10.11

Amendment dated August 9, 2016 (but effective as of June 27, 2016) amending the USPS Transportation Agreement. Confidential treatment hasbeen requested for confidential commercial and financial information, pursuant to Rule 24b-2 under the Exchange Act.

10.12

Supplemental Agreement No. 8 (and related side letters) dated as of June 10, 2016, amending the Boeing 767-3S2 Freighter Purchase Agreementdated as of December 14, 2011, between The Boeing Company and Federal Express Corporation. Confidential treatment has been requested forconfidential commercial and financial information, pursuant to Rule 24b-2 under the Exchange Act.

10.13

Supplemental Agreement No. 25 (and related side letters) dated as June 10, 2016, amending the Boeing 777 Freighter Purchase Agreement dated asof November 7, 2006 between The Boeing Company and Federal Express Corporation. Confidential treatment has been requested for confidentialand financial information, pursuant to Rule 24b-2 under the Exchange Act.

10.14

Eighth Amendment dated July 29, 2016 (but effective as of April 1, 2017) to the Composite Lease Agreement dated May 21, 2007 (but effective asof January 1, 2007) between the Memphis-Shelby County Airport Authority and Federal Express Corporation.

12.1 Computation of Ratio of Earnings to Fixed Charges.

15.1 Letter re: Unaudited Interim Financial Statements.

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 AdoptedPursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

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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 AdoptedPursuant 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 of2002.

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 of2002.

101.1 Interactive Data Files.

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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 undersignedthereunto duly authorized.

FEDEX CORPORATION

Date: September 21, 2016 /s/ JOHN L. MERINO JOHN L. MERINO CORPORATE VICE PRESIDENT AND PRINCIPAL ACCOUNTING OFFICER

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EXHIBIT INDEX

Exhibit Number Description of Exhibit

10.1

Amendment dated June 2, 2016 (but effective as of May 2, 2016) amending the Transportation Agreement dated April 23, 2013between the United States Postal Service and Federal Express Corporation (the “USPS Transportation Agreement”). Confidentialtreatment has been requested for confidential commercial and financial information, pursuant to Rule 24b-2 under the SecuritiesExchange Act of 1934, as amended (the “Exchange Act”).

10.2

Amendment dated June 2, 2016 (but effective as of May 2, 2016) amending the USPS Transportation Agreement. Confidentialtreatment has been requested for confidential commercial and financial information, pursuant to Rule 24b-2 under the Exchange Act.

10.3

Amendment dated June 20, 2016 (but effective as of May 30, 2016) amending the USPS Transportation Agreement. Confidentialtreatment has been requested for confidential commercial and financial information, pursuant to Rule 24b-2 under the Exchange Act.

10.4

Amendment dated June 20, 2016 amending the USPS Transportation Agreement. Confidential treatment has been requested forconfidential commercial and financial information, pursuant to Rule 24b-2 under the Exchange Act.

10.5

Amendment dated June 20, 2016 amending the USPS Transportation Agreement. Confidential treatment has been requested forconfidential commercial and financial information, pursuant to Rule 24b-2 under the Exchange Act.

10.6

Amendment dated June 20, 2016 (but effective as of May 2, 2016) amending the USPS Transportation Agreement. Confidentialtreatment has been requested for confidential commercial and financial information, pursuant to Rule 24b-2 under the Exchange Act.

10.7

Amendment dated July 18, 2016 (but effective as of June 27, 2016) amending the USPS Transportation Agreement. Confidentialtreatment has been requested for confidential commercial and financial information, pursuant to Rule 24b-2 under the Exchange Act.

10.8 Amendment dated July 7, 2016 (but effective as of July 6, 2016) amending the USPS Transportation Agreement.

10.9

Amendment dated July 26, 2016 (but effective as of May 30, 2016) amending the USPS Transportation Agreement. Confidentialtreatment has been requested for confidential commercial and financial information, pursuant to Rule 24b-2 under the Exchange Act.

10.10

Amendment dated August 4, 2016 (but effective as of August 1, 2016) amending the USPS Transportation Agreement. Confidentialtreatment has been requested for confidential commercial and financial information, pursuant to Rule 24b-2 under the Exchange Act.

10.11

Amendment dated August 9, 2016 (but effective as of June 27, 2016) amending the USPS Transportation Agreement. Confidentialtreatment has been requested for confidential commercial and financial information, pursuant to Rule 24b-2 under the Exchange Act.

10.12

Supplemental Agreement No. 8 (and related side letters) dated as of June 10, 2016, amending the Boeing 767-3S2 Freighter PurchaseAgreement dated as of December 14, 2011, between The Boeing Company and Federal Express Corporation. Confidential treatment hasbeen requested for confidential commercial and financial information, pursuant to Rule 24b-2 under the Exchange Act.

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10.13

Supplemental Agreement No. 25 (and related side letters) dated as June 10, 2016, amending the Boeing 777 Freighter Purchase Agreementdated as of November 7, 2006 between The Boeing Company and Federal Express Corporation. Confidential treatment has been requested forconfidential and financial information, pursuant to Rule 24b-2 under the Exchange Act.

10.14

Eighth Amendment dated July 29, 2016 (but effective as of April 1, 2017) to the Composite Lease Agreement dated May 21, 2007 (buteffective as of January 1, 2007) between the Memphis-Shelby County Airport Authority and Federal Express Corporation.

12.1 Computation of Ratio of Earnings to Fixed Charges.

15.1 Letter re: Unaudited Interim Financial Statements.

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 AdoptedPursuant 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 AdoptedPursuant 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-OxleyAct 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-OxleyAct of 2002.

101.1 Interactive Data Files.

E-2

Exhibit 10.1

AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT

1. CONTRACT ID CODE PAGE OF

1

2

2. AMENDMENT/MODIFICATION NO.057

3. EFFECTIVE DATE 05/02/2016

4. REQUISITION/PURCHASE REQ. NO.

5. PROJECT NO. (Ifapplicable)

6. ISSUED BY CODE 5ASNET 7. ADMINISTERED BY (IF OTHER THAN ITEM 6) CODE 5ASNET ALAINA EARLAir Transportation CMCUnited States Postal Service475 L’Enfant Plaza SWRoom 1P 650Washington DC 20260-0650(202) 268-6580

Air Transportation CMCAir Transportation CMCUnited States Postal Service475 L’Enfant Plaza SW, Room 1P650Washington DC 20260-0650

8. NAME AND ADDRESS OF CONTRACTOR ( No.,Street,County,State,andZipCode)

(x)

9A. AMENDMENT OF SOLICITATION NO.

FEDERAL EXPRESS CORPORATION

3610 HACKS CROSS ROADMEMPHIS TN 38125-8800

9B. DATED ( SEEITEM11)

x

10A. MODIFICATION OF CONTRACT/ORDER NO.ACN-13-FX

10B. DATED ( SEEITEM13)SUPPLIER CODE: 000389122 FACILITY CODE 04/23/2013

11. THIS ITEM ONLY APPLIES TO AMENDMENTS OF SOLICITATIONS

¨

¨ is extended, ¨ is not extended.

Offers must acknowledge receipt of this amendment prior to the hour and date specified in the solicitation or as amended, by one of the following methods: (a) By completing items 8 and 15, andreturning copies of the amendment; (b) By acknowledging receipt of this amendment on each copy of the offer submitted; or (c) By separate letter or telegram which includes areference to the solicitation and amendment number. FAILURE OF YOUR ACKNOWLEDGEMENT TO BE RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT OF OFFERSPRIOR TO THE HOUR AND DATE SPECIFIED MAY RESULT IN REJECTION OF YOUR OFFER. If by virtue of this amendment you desire to change an offer already submitted, suchchange may be made by telegram or letter, provided each telegram or letter makes reference to the solicitation and this amendment, and is received prior to the opening hour and date specified.

12. ACCOUNTING AND APPROPRIATION DATA ( Ifrequired)See Schedule

Net Increase: [*]

13. THIS ITEM APPLIES ONLY TO MODIFICATIONS OF CONTRACTS/ORDERS. IT MODIFIES THE CONTRACT/ORDER NO. AS DESCRIBED IN ITEM 14.

(x) A. THIS CHANGE BY CLAUSE IS ISSUED PURSUANT TO: (Specify clause) THE CHANGES SET FORTH IN ITEM 14 ARE MADE IN THE CONTRACT ORDERNO. IN ITEM 10A.

x

Monthly Fuel Adjustment

¨

B. THE ABOVE NUMBERED CONTRACT/ORDER IS MODIFIED TO REFLECT THE ADMINISTRATIVE CHANGES ( suchaschangesinpayingoffice,appropriationdate,etc.) SET FORTH IN ITEM 14.

¨

C. THIS SUPPLEMENTAL AGREEMENT IS ENTERED INTO PURSUANT TO THE AUTHORITY OF: THE CHANGES SET FORTH IN ITEM 14 ARE MADE INTHE CONTRACT ORDER NO. IN ITEM 10A.

¨

D. OTHER (such as no cost change/cancellation, termination, etc.) (Specify type of modification and authority): THE CHANGES SET FORTH IN ITEM 14 ARE MADE INTHE CONTRACT ORDER NO. IN ITEM 10A.

E. IMPORTANT : Contractor ¨ is not, x is required to sign this document and return copies to the issuing office.

14. DESCRIPTION OF AMENDMENT/MODIFICATION (Organized by UCF section headings, including solicitation/contract subject matter where feasible.)In accordance with contract ACN-13-FX and the “Fuel Adjustment” section, the following Line Haul Rate (fuel) for the Day Network as set out in Attachment 10 is modified forperformance during the period of May 2, 2016 to May 29, 2016 (Operating Period 32) as follows: TIERS: Base - Tier 5From:[*] per cubic footTo:[*] per cubic foot Continued...

Except as provided herein, all terms and conditions of the document referenced in Item 9A or 10A, as heretofore changed, remains unchanged and in full force and effect.

15A. NAME AND TITLE OF SIGNER ( Typeorprint)

Paul J. Herron, Vice President

16A. NAME AND TITLE OF CONTRACTING OFFICER ( Typeorprint)

Brian Mckain15B. CONTRACTOR/OFFEROR

/s/ PAUL J. HERRON(Signatureofpersonauthorizedtosign)

15C. DATE SIGNED

6-2-16

16B. CONTRACT AUTHORITY

/s/ BRIAN MCKAIN(SignatureofContractingOfficer)

16C. DATE SIGNED

6/2/16

* Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act

of 1934, as amended.

CONTINUATION SHEET REQUISITION NO.

PAGE

2 OF

2

CONTRACT/ORDER NO.ACN-13-FX/057

AWARD/EFFECTIVE DATE 05/02/2016

MASTER/AGENCY CONTRACT NO.

SOLICITATION NO.

SOLICITATION ISSUE DATE

ITEM NO SCHEDULE OF SUPPLIES / SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

This is an increase of [*]. TIERS: 6 & 7: Tier 6:From:[*] per cubic footTo:[*] per cubic foot This is an increase of [*]. Tier 7:From:[*] per cubic footTo:[*] per cubic foot This is an increase of [*]. [*]Sub Rept Req’d: Y Carrier Code: FX Route TerminiS: Various Route Termini End: Various PaymentTerms: SEE CONTRACTDelivery: 05/02/2016Discount Terms:

See ScheduleAccounting Info:BFN: 670167FOB: DestinationPeriod of Performance: 09/30/2013 to 09/30/2020 Change Item 1 to read as follows:

1

Day NetworkAccount Number: 53503 This is for estimation purposes only and is not a guaranteeof contract value.

[*]

* Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act

of 1934, as amended.

Exhibit 10.2

AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT

1. CONTRACT ID CODE PAGE OF

1

2

2. AMENDMENT/MODIFICATION NO.058

3. EFFECTIVE DATE 05/02/2016

4. REQUISITION/PURCHASE REQ. NO.

5. PROJECT NO. (Ifapplicable)

6. ISSUED BY CODE 5ASNET 7. ADMINISTERED BY (IF OTHER THAN ITEM 6) CODE 5ASNET ALAINA EARLAir Transportation CMCUnited States Postal Service475 L’Enfant Plaza SWRoom 1P 650Washington DC 20260-0650(202) 268-6580

Air Transportation CMCAir Transportation CMCUnited States Postal Service475 L’Enfant Plaza SW, Room 1P650Washington DC 20260-0650

8. NAME AND ADDRESS OF CONTRACTOR ( No.,Street,County,State,andZipCode)

(x)

9A. AMENDMENT OF SOLICITATION NO.

FEDERAL EXPRESS CORPORATION

3610 HACKS CROSS ROADMEMPHIS TN 38125-8800

9B. DATED ( SEEITEM11)

x

10A. MODIFICATION OF CONTRACT/ORDER NO.ACN-13-FX

10B. DATED ( SEEITEM13)SUPPLIER CODE: 000389122 FACILITY CODE 04/23/2013

11. THIS ITEM ONLY APPLIES TO AMENDMENTS OF SOLICITATIONS

¨

¨ is extended, ¨ is not extended.

Offers must acknowledge receipt of this amendment prior to the hour and date specified in the solicitation or as amended, by one of the following methods: (a) By completing items 8 and 15, andreturning copies of the amendment; (b) By acknowledging receipt of this amendment on each copy of the offer submitted; or (c) By separate letter or telegram which includes areference to the solicitation and amendment number. FAILURE OF YOUR ACKNOWLEDGEMENT TO BE RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT OF OFFERSPRIOR TO THE HOUR AND DATE SPECIFIED MAY RESULT IN REJECTION OF YOUR OFFER. If by virtue of this amendment you desire to change an offer already submitted, suchchange may be made by telegram or letter, provided each telegram or letter makes reference to the solicitation and this amendment, and is received prior to the opening hour and date specified.

12. ACCOUNTING AND APPROPRIATION DATA ( Ifrequired)See Schedule

Net Increase: [*]

13. THIS ITEM APPLIES ONLY TO MODIFICATIONS OF CONTRACTS/ORDERS. IT MODIFIES THE CONTRACT/ORDER NO. AS DESCRIBED IN ITEM 14.

(x) A. THIS CHANGE BY CLAUSE IS ISSUED PURSUANT TO: (Specify clause) THE CHANGES SET FORTH IN ITEM 14 ARE MADE IN THE CONTRACT ORDERNO. IN ITEM 10A.

¨

¨

B. THE ABOVE NUMBERED CONTRACT/ORDER IS MODIFIED TO REFLECT THE ADMINISTRATIVE CHANGES ( suchaschangesinpayingoffice,appropriationdate,etc.) SET FORTH IN ITEM 14.

¨

C. THIS SUPPLEMENTAL AGREEMENT IS ENTERED INTO PURSUANT TO THE AUTHORITY OF: THE CHANGES SET FORTH IN ITEM 14 ARE MADE INTHE CONTRACT ORDER NO. IN ITEM 10A.

x

D. OTHER (such as no cost change/cancellation, termination, etc.) (Specify type of modification and authority): THE CHANGES SET FORTH IN ITEM 14 ARE MADE INTHE CONTRACT ORDER NO. IN ITEM 10A.By Mutual Agreement of the Contracting Parties

E. IMPORTANT : Contractor ¨ is not, x is required to sign this document and return copies to the issuing office.

14. DESCRIPTION OF AMENDMENT/MODIFICATION (Organized by UCF section headings, including solicitation/contract subject matter where feasible.)The purpose of this modification is to incorporate Operating Period 32 (May) ScheduledCharters into the ACN-13-FX contract, with the following conditions: A) Once the Charters are scheduled they cannot be canceled. B) All Service and Scan penalties (reductions in payment) will be eliminated for Operating Period 32 in which these “Scheduled Charters” will operate. C) Volume will be inducted into the network at the Memphis Hub and will incur appropriate tier pricing and will be processed normally. Continued...

Except as provided herein, all terms and conditions of the document referenced in Item 9A or 10A, as heretofore changed, remains unchanged and in full force and effect.

15A. NAME AND TITLE OF SIGNER ( Typeorprint)

Paul J. Herron, Vice President

16A. NAME AND TITLE OF CONTRACTING OFFICER ( Typeorprint)

Brian Mckain15B. CONTRACTOR/OFFEROR

/s/ PAUL J. HERRON(Signatureofpersonauthorizedtosign)

15C. DATE SIGNED

6-2-16

16B. CONTRACT AUTHORITY

/s/ BRIAN MCKAIN(SignatureofContractingOfficer)

16C. DATE SIGNED

6/2/16

* Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act

of 1934, as amended.

CONTINUATION SHEET REQUISITION NO.

PAGE

2 OF

2

CONTRACT/ORDER NO.ACN-13-FX/058

AWARD/EFFECTIVE DATE 05/02/2016

MASTER/AGENCY CONTRACT NO.

SOLICITATION NO.

SOLICITATION ISSUE DATE

ITEM NO SCHEDULE OF SUPPLIES / SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

FedEx will notify the Postal Service if theTender requirement is different than what iscurrently in the contract.Delivery does not change.

Payments for said charters will be paid as partof the Operating Period reconciliation. - - - - - - - - - - - - - - - Sub Rept Req’d: Y Carrier Code: FX Route TerminiS: Various Route Termini End: Various PaymentTerms: SEE CONTRACTDelivery: 05/02/2016Discount Terms:

See ScheduleAccounting Info:BFN: 670167FOB: DestinationPeriod of Performance: 09/30/2013 to 09/30/2020 Change Item 7 to read as follows:

7

Scheduled Charter OptionAccount Number: 53703 This value is for estimation purposes only.

[*]

* Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act

of 1934, as amended.

FedEx Scheduled Charters—May Operating Period (May 02 - May 08)- Week One

Location Days operated Cubic FeetRequested TUE WED THU FRI SAT SUN Weekly Total A/C Type Rate Weekly Scheduled Charters

EWR TUE, THU [*] [*] [*] [*] [*] [*] [*] [*] MD-10 [*] [*] TPA TUE [*] [*] [*] [*] [*] [*] [*] [*] 757 [*] [*] PHL Via IAD TUE [*] [*] [*] [*] [*] [*] [*] [*] 757 [*] [*] Total [*] [*] [*] [*] [*] [*] [*] [*] [*] Charters [*] [*] [*] [*] [*] [*] [*]

FedEx Scheduled Charters—May Operating Period (May 09 - May 15) - Week Two

Location Days operated Cubic FeetRequested TUE WED THU FRI SAT SUN

EWR TUE [*] [*] [*] [*] [*] [*] [*] [*] MD-10 [*] [*] PHL via IAD TUE [*] [*] [*] [*] [*] [*] [*] [*] 757 [*] [*] Total [*] [*] [*] [*] [*] [*] [*] [*] [*] Charters [*] [*] [*] [*] [*] [*] [*]

Total Charters [*] * Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act

of 1934, as amended.

Exhibit 10.3

AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT

1. CONTRACT ID CODE PAGE OF

1

3

2. AMENDMENT/MODIFICATION NO.059

3. EFFECTIVE DATE 05/30/2016

4. REQUISITION/PURCHASE REQ. NO.

5. PROJECT NO. (Ifapplicable)

6. ISSUED BY CODE 5ASNET 7. ADMINISTERED BY (IF OTHER THAN ITEM 6) CODE 5ASNET ALAINA EARLAir Transportation CMCUnited States Postal Service475 L’Enfant Plaza SWRoom 1P 650Washington DC 20260-0650(202) 268-6580

Air Transportation CMCAir Transportation CMCUnited States Postal Service475 L’Enfant Plaza SW, Room 1P650Washington DC 20260-0650

8. NAME AND ADDRESS OF CONTRACTOR ( No.,Street,County,State,andZipCode)

(x)

9A. AMENDMENT OF SOLICITATION NO.

FEDERAL EXPRESS CORPORATION

3610 HACKS CROSS ROADMEMPHIS TN 38125-8800

9B. DATED ( SEEITEM11)

x

10A. MODIFICATION OF CONTRACT/ORDER NO.ACN-13-FX

10B. DATED ( SEEITEM13)SUPPLIER CODE: 000389122 FACILITY CODE 04/23/2013

11. THIS ITEM ONLY APPLIES TO AMENDMENTS OF SOLICITATIONS

¨

¨ is extended, ¨ is not extended.

Offers must acknowledge receipt of this amendment prior to the hour and date specified in the solicitation or as amended, by one of the following methods: (a) By completing items 8 and 15, andreturning copies of the amendment; (b) By acknowledging receipt of this amendment on each copy of the offer submitted; or (c) By separate letter or telegram which includes areference to the solicitation and amendment number. FAILURE OF YOUR ACKNOWLEDGEMENT TO BE RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT OF OFFERSPRIOR TO THE HOUR AND DATE SPECIFIED MAY RESULT IN REJECTION OF YOUR OFFER. If by virtue of this amendment you desire to change an offer already submitted, suchchange may be made by telegram or letter, provided each telegram or letter makes reference to the solicitation and this amendment, and is received prior to the opening hour and date specified.

12. ACCOUNTING AND APPROPRIATION DATA ( Ifrequired)See Schedule

Net Increase: [*]

13. THIS ITEM APPLIES ONLY TO MODIFICATIONS OF CONTRACTS/ORDERS. IT MODIFIES THE CONTRACT/ORDER NO. AS DESCRIBED IN ITEM 14.

(x) A. THIS CHANGE BY CLAUSE IS ISSUED PURSUANT TO: (Specify clause) THE CHANGES SET FORTH IN ITEM 14 ARE MADE IN THE CONTRACT ORDERNO. IN ITEM 10A.

¨

¨

B. THE ABOVE NUMBERED CONTRACT/ORDER IS MODIFIED TO REFLECT THE ADMINISTRATIVE CHANGES ( suchaschangesinpayingoffice,appropriationdate,etc.) SET FORTH IN ITEM 14.

¨

C. THIS SUPPLEMENTAL AGREEMENT IS ENTERED INTO PURSUANT TO THE AUTHORITY OF: THE CHANGES SET FORTH IN ITEM 14 ARE MADE INTHE CONTRACT ORDER NO. IN ITEM 10A.

x

D. OTHER (such as no cost change/cancellation, termination, etc.) (Specify type of modification and authority): THE CHANGES SET FORTH IN ITEM 14 ARE MADE INTHE CONTRACT ORDER NO. IN ITEM 10A.

By Mutual Agreement of the Contracting Parties

E. IMPORTANT : Contractor ¨ is not, x is required to sign this document and return copies to the issuing office.

14. DESCRIPTION OF AMENDMENT/MODIFICATION (Organized by UCF section headings, including solicitation/contract subject matter where feasible.)The purpose of this modification is to: - Formalize the June 2016 fuel adjustment; and- Incorporate the below changes into Attachment 4 of the ACN-13-FX contract, effective May 13, 2016 In accordance with contract ACN-13-FX and the “Fuel Adjustment” section, the following Line Haul Rate (fuel) for the Day Network as set out in Attachment 10 is modified forperformance during the period of May 30, 2016 to June 26, 2016 (Operating Period 33) as follows: Continued...

Except as provided herein, all terms and conditions of the document referenced in Item 9A or 10A, as heretofore changed, remains unchanged and in full force and effect.

15A. NAME AND TITLE OF SIGNER ( Typeorprint)

Paul J. Herron, Vice President

16A. NAME AND TITLE OF CONTRACTING OFFICER ( Typeorprint)

Brian Mckain15B. CONTRACTOR/OFFEROR

/s/ PAUL J. HERRON(Signatureofpersonauthorizedtosign)

15C. DATE SIGNED

6/17/16

16B. CONTRACT AUTHORITY

/s/ BRIAN MCKAIN(SignatureofContractingOfficer)

16C. DATE SIGNED

6/20/16

* Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act

of 1934, as amended.

CONTINUATION SHEET REQUISITION NO.

Page

2 Of

3

CONTRACT/ORDER NO.ACN-13-FX/059

AWARD/EFFECTIVE DATE 05/30/2016

MASTER/AGENCY CONTRACT NO

SOLICITATION NO.

SOLICITATION ISSUE DATE

ITEM NO SCHEDULE OF SUPPLIES / SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

TIERS: Base - Tier 5From:[*] per cubic footTo:[*] per cubic foot This is an increase of [*]. TIERS: 6 & 7: Tier 6:From:[*] per cubic footTo:[*] per cubic foot This is an increase of [*]. Tier 7:From:[*] per cubic footTo:[*] per cubic foot This is an increase of [*]. In addition, effective May 13, 2016, this modification serves to incorporate thefollowing changes into Attachment 4 of the ACN-13-FX contract: 1. Change service point: From: Peoria, IL (PIA)To: Bloomington, IL (BMI)

2. Change the “All mail Due to Aviation Supplier”Monday - FridayFrom: [*]To: [*] 3. Change the “Required Delivery Time to Postal Service”Tuesday - Friday and SaturdayFrom: [*]To: [*] 4. For the Service Point ATL:a. Change the “Required Delivery Time to PostalContinued...

* Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act

of 1934, as amended.

CONTINUATION SHEET REQUISITION NO.

PAGE

3 OF

3

CONTRACT/ORDER NO.ACN-13-FX/059

AWARD/EFFECTIVE DATE 05/30/2016

MASTER/AGENCY CONTRACT NO.

SOLICITATION NO.

SOLICITATION ISSUE DATE

ITEM NO SCHEDULE OF SUPPLIES / SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

Service” Tuesday - Friday and SaturdayFrom: [*]To: [*] b. Change the “Delivery Code”From: DTo: F 5. For the Service Point GFK:a. Change the “Required Delivery Time to Postal Service” Tuesday - Friday andSaturday From: [*]To: [*] [*] - - - - - - - - - - - - - - - Sub Rept Req’d: Y Carrier Code: FX Route TerminiS: Various Route Termini End: Various PaymentTerms: SEE CONTRACTDelivery: 05/02/2016Discount Terms:

See ScheduleAccounting Info:BFN: 670167FOB: DestinationPeriod of Performance: 09/30/2013 to 09/30/2020 Change Item 1 to read as follows:

1

Day NetworkAccount Number: 53503 This is for estimation purposes only and is not a guaranteeof contract value.

[*]

* Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act

of 1934, as amended.

Exhibit 10.4

AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT

1. CONTRACT ID CODE PAGE OF

1

2

2. AMENDMENT/MODIFICATION NO.060

3. EFFECTIVE DATE See Block 16C

4. REQUISITION/PURCHASE REQ. NO.

5. PROJECT NO. (Ifapplicable)

6. ISSUED BY CODE 5ASNET 7. ADMINISTERED BY (IF OTHER THAN ITEM 6) CODE 5ASNET ALAINA EARLAir Transportation CMCUnited States Postal Service475 L’Enfant Plaza SWRoom 1P 650Washington DC 20260-0650(202) 268-6580

Air Transportation CMCAir Transportation CMCUnited States Postal Service475 L’Enfant Plaza SW, Room 1P650Washington DC 20260-0650

8. NAME AND ADDRESS OF CONTRACTOR ( No.,Street,County,State,andZipCode)

(x)

9A. AMENDMENT OF SOLICITATION NO.

FEDERAL EXPRESS CORPORATION

3610 HACKS CROSS ROADMEMPHIS TN 38125-8800

9B. DATED ( SEEITEM11)

x

10A. MODIFICATION OF CONTRACT/ORDER NO.ACN-13-FX

10B. DATED ( SEEITEM13)SUPPLIER CODE: 000389122 FACILITY CODE 04/23/2013

11. THIS ITEM ONLY APPLIES TO AMENDMENTS OF SOLICITATIONS

¨

¨ is extended, ¨ is not extended.

Offers must acknowledge receipt of this amendment prior to the hour and date specified in the solicitation or as amended, by one of the following methods: (a) By completing items 8 and 15, andreturning copies of the amendment; (b) By acknowledging receipt of this amendment on each copy of the offer submitted; or (c) By separate letter or telegram which includes areference to the solicitation and amendment number. FAILURE OF YOUR ACKNOWLEDGEMENT TO BE RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT OF OFFERSPRIOR TO THE HOUR AND DATE SPECIFIED MAY RESULT IN REJECTION OF YOUR OFFER. If by virtue of this amendment you desire to change an offer already submitted, suchchange may be made by telegram or letter, provided each telegram or letter makes reference to the solicitation and this amendment, and is received prior to the opening hour and date specified.

12. ACCOUNTING AND APPROPRIATION DATA ( Ifrequired.)See Schedule

Net Increase: [*]

13. THIS ITEM APPLIES ONLY TO MODIFICATIONS OF CONTRACTS/ORDERS. IT MODIFIES THE CONTRACT/ORDER NO. AS DESCRIBED IN ITEM 14.

(x) A. THIS CHANGE BY CLAUSE IS ISSUED PURSUANT TO: (Specify clause) THE CHANGES SET FORTH IN ITEM 14 ARE MADE IN THE CONTRACT ORDERNO. IN ITEM 10A.

¨

¨

B. THE ABOVE NUMBERED CONTRACT/ORDER IS MODIFIED TO REFLECT THE ADMINISTRATIVE CHANGES ( suchaschangesinpayingoffice,appropriationdate,etc.) SET FORTH IN ITEM 14.

¨

C. THIS SUPPLEMENTAL AGREEMENT IS ENTERED INTO PURSUANT TO THE AUTHORITY OF: THE CHANGES SET FORTH IN ITEM 14 ARE MADE INTHE CONTRACT ORDER NO. IN ITEM 10A.

x

D. OTHER (such as no cost change/cancellation, termination, etc.) (Specify type of modification and authority): THE CHANGES SET FORTH IN ITEM 14 ARE MADE INTHE CONTRACT ORDER NO. IN ITEM 10A.By Mutual Agreement of the Contracting Parties

E. IMPORTANT : Contractor ¨ is not, x is required to sign this document and return copies to the issuing office.

14. DESCRIPTION OF AMENDMENT/MODIFICATION (Organized by UCF section headings, including solicitation/contract subject matter where feasible.)The purpose of this modification is to incorporate Operating Period 26 (November) Scheduled Charters into the ACN-13-FX contract, with the following conditions: A) Once the Charters are scheduled they cannot be canceled. B) All Service and Scan penalties (reductions in payment) will be eliminated for Operating Period 26 in which these “Scheduled Charters” will operate. C) Volume will be inducted into the network at the Memphis Hub and will incur appropriate tier pricing and will be processed normally. Continued...

Except as provided herein, all terms and conditions of the document referenced in Item 9A or 10A, as heretofore changed, remains unchanged and in full force and effect.

15A. NAME AND TITLE OF SIGNER ( Typeorprint)

Paul J. Herron, Vice President

16A. NAME AND TITLE OF CONTRACTING OFFICER ( Typeorprint)

Brian Mckain15B. CONTRACTOR/OFFEROR

/s/ PAUL J. HERRON(Signatureofpersonauthorizedtosign)

15C. DATE SIGNED

6/17/16

16B. CONTRACT AUTHORITY

/s/ BRIAN MCKAIN(SignatureofContractingOfficer)

16C. DATE SIGNED

6/20/16

* Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act

of 1934, as amended.

CONTINUATION SHEET REQUISITION NO.

PAGE

2 OF

2

CONTRACT/ORDER NO.ACN-13-FX/060

AWARD/ EFFECTIVE DATE See Block 16C

MASTER/AGENCY CONTRACT NO.

SOLICITATION NO.

SOLICITATION ISSUE DATE

ITEM NO

SCHEDULE OF SUPPLIES / SERVICES

QUANTITY

UNIT

UNIT PRICE

AMOUNT

FedEx will notify the Postal Service if the Tender requirement is different than what iscurrently in the contract.Delivery does not change. Payments for said charters will be paid as part of the Operating Period reconciliation. - - - - - - - - - - - - - - - Sub Rept Req’d: Y Carrier Code: FX Route TerminiS: Various Route Termini End: Various PaymentTerms: SEE CONTRACTDelivery: 11/02/2015Discount Terms:

See ScheduleAccounting Info:BFN: 670167FOB: DestinationPeriod of Performance: 09/30/2013 to 09/30/2020

Change Item 7 to read as follows:

7

Scheduled Charter OptionAccount Number: 53703 This value is for estimation purposes only.

[*]

* Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act

of 1934, as amended.

November 2015 Scheduled Charters...

Origin Aircraft Type Monthly Number

of Charters

AircraftCapacity

(Cubic Feet) Total Monthly

Cubic Feet Price Total Monthly

PriceEWR MD-11 [*] [*] [*] [*] [*]LAX MD-11 [*] [*] [*] [*] [*]EWR MD-10 [*] [*] [*] [*] [*]LAX MD-10 [*] [*] [*] [*] [*]PHX A-310 [*] [*] [*] [*] [*]SFO (OAK) A-310 [*] [*] [*] [*] [*]LAX A-300 [*] [*] [*] [*] [*]OAK A-300 [*] [*] [*] [*] [*]TPA A-300 [*] [*] [*] [*] [*]IAD 757 [*] [*] [*] [*] [*]LAX 757 [*] [*] [*] [*] [*]MCO 757 [*] [*] [*] [*] [*]ONT 757 [*] [*] [*] [*] [*]PHL 757 [*] [*] [*] [*] [*]PHX 757 [*] [*] [*] [*] [*]SLC 757 [*] [*] [*] [*] [*]TPA 757 [*] [*] [*] [*] [*]

[*] [*] [*] [*] [*] * Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act

of 1934, as amended.

Exhibit 10.5

AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT

1. CONTRACT ID CODE PAGE OF

1

2

2. AMENDMENT/MODIFICATION NO.061

3. EFFECTIVE DATE See Block 16C

4. REQUISITION/PURCHASE REQ. NO.

5. PROJECT NO. (Ifapplicable)

6. ISSUED BY CODE 5ASNET 7. ADMINISTERED BY (IF OTHER THAN ITEM 6) CODE 5ASNET ALAINA EARLAir Transportation CMCUnited States Postal Service475 L’Enfant Plaza SWRoom 1P 650Washington DC 20260-0650(202) 268-6580

Air Transportation CMCAir Transportation CMCUnited States Postal Service475 L’Enfant Plaza SW, Room 1P650Washington DC 20260-0650

8. NAME AND ADDRESS OF CONTRACTOR ( No.,Street,County,State,andZipCode)

(x)

9A. AMENDMENT OF SOLICITATION NO.

FEDERAL EXPRESS CORPORATION

3610 HACKS CROSS ROADMEMPHIS TN 38125-8800

9B. DATED ( SEEITEM11)

x

10A. MODIFICATION OF CONTRACT/ORDER NO.ACN-13-FX

10B. DATED ( SEEITEM13)SUPPLIER CODE: 000389122 FACILITY CODE 04/23/2013

11. THIS ITEM ONLY APPLIES TO AMENDMENTS OF SOLICITATIONS

¨

¨ is extended, ¨ is not extended.

Offers must acknowledge receipt of this amendment prior to the hour and date specified in the solicitation or as amended, by one of the following methods: (a) By completing items 8 and 15, andreturning copies of the amendment; (b) By acknowledging receipt of this amendment on each copy of the offer submitted; or (c) By separate letter or telegram which includes areference to the solicitation and amendment number. FAILURE OF YOUR ACKNOWLEDGEMENT TO BE RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT OF OFFERSPRIOR TO THE HOUR AND DATE SPECIFIED MAY RESULT IN REJECTION OF YOUR OFFER. If by virtue of this amendment you desire to change an offer already submitted, suchchange may be made by telegram or letter, provided each telegram or letter makes reference to the solicitation and this amendment, and is received prior to the opening hour and date specified.

12. ACCOUNTING AND APPROPRIATION DATA ( Ifrequired)See Schedule

Net Increase: [*]

13. THIS ITEM APPLIES ONLY TO MODIFICATIONS OF CONTRACTS/ORDERS. IT MODIFIES THE CONTRACT/ORDER NO. AS DESCRIBED IN ITEM 14.

(x) A. THIS CHANGE BY CLAUSE IS ISSUED PURSUANT TO: (Specify clause) THE CHANGES SET FORTH IN ITEM 14 ARE MADE IN THE CONTRACT ORDERNO. IN ITEM 10A.

¨

¨

B. THE ABOVE NUMBERED CONTRACT/ORDER IS MODIFIED TO REFLECT THE ADMINISTRATIVE CHANGES ( suchaschangesinpayingoffice,appropriationdate,etc.) SET FORTH IN ITEM 14.

¨

C. THIS SUPPLEMENTAL AGREEMENT IS ENTERED INTO PURSUANT TO THE AUTHORITY OF: THE CHANGES SET FORTH IN ITEM 14 ARE MADE INTHE CONTRACT ORDER NO. IN ITEM 10A.

x

D. OTHER (such as no cost change/cancellation, termination, etc.) (Specify type of modification and authority): THE CHANGES SET FORTH IN ITEM 14 ARE MADE INTHE CONTRACT ORDER NO. IN ITEM 10A.By Mutual Agreement of the Contracting Parties

E. IMPORTANT : Contractor ¨ is not, x is required to sign this document and return copies to the issuing office.

14. DESCRIPTION OF AMENDMENT/MODIFICATION (Organized by UCF section headings, including solicitation/contract subject matter where feasible.)The purpose of this modification is to incorporate Operating Period 26 (November) Ad Hoc Charters into the ACN-13-FX contract, with the following conditions: A) Once the Charters are scheduled they cannot be canceled. B) All Service and Scan penalties (reductions in payment) will be eliminated for Operating Period 26 in which these “Ad Hoc Charters” will operate. C) Volume will be inducted into the network at the Memphis Hub and will incur appropriate tier pricing and will be processed normally. Continued...

Except as provided herein, all terms and conditions of the document referenced in Item 9A or 10A, as heretofore changed, remains unchanged and in full force and effect.

15A. NAME AND TITLE OF SIGNER ( Typeorprint)

Paul J. Herron, Vice President

16A. NAME AND TITLE OF CONTRACTING OFFICER ( Typeorprint)

Brian Mckain15B. CONTRACTOR/OFFEROR

/s/ PAUL J. HERRON(Signatureofpersonauthorizedtosign)

15C. DATE SIGNED

6/17/16

16B. CONTRACT AUTHORITY

/s/ BRIAN MCKAIN(SignatureofContractingOfficer)

16C. DATE SIGNED

6/20/16

* Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act

of 1934, as amended.

CONTINUATION SHEET REQUISITION NO.

PAGE

2 OF

2

CONTRACT/ORDER NO.ACN-13-FX/061

AWARD/EFFECTIVE DATE See Block 16C

MASTER/AGENCY CONTRACT NO.

SOLICITATION NO.

SOLICITATION ISSUE DATE

ITEM NO SCHEDULE OF SUPPLIES / SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

FedEx will notify the Postal Service if the Tender requirement is different than what iscurrently in the contract.Delivery does not change. Payments for said charters will be paid as part of the Operating Period reconciliation. - - - - - - - - - - - - - - - Sub Rept Req’d: Y Carrier Code: FX Route TerminiS: Various Route Termini End: Various PaymentTerms: SEE CONTRACTDelivery: 05/02/2016Discount Terms:

See ScheduleAccounting Info:BFN: 670167FOB: DestinationPeriod of Performance: 09/30/2013 to 09/30/2020 Change Item 9 to read as follows:

9

Ad Hoc OptionAccount Number: 53703 This value is for estimation purposes only.

[*]

* Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act

of 1934, as amended.

November 2015 Ad Hoc Charters

Origin Aircraft Type Monthly Number

of Charters

AircraftCapacity

(Cubic Feet) Total Monthly

Cubic Feet Price Total Monthly

PriceEWR MD-10 [*] [*] [*] [*] [*]LAX MD-10 [*] [*] [*] [*] [*]LAX A-310 [*] [*] [*] [*] [*]PHL A-310 [*] [*] [*] [*] [*]PHX A-310 [*] [*] [*] [*] [*]SLC A-310 [*] [*] [*] [*] [*]LAX A-300 [*] [*] [*] [*] [*]PDX A-300 [*] [*] [*] [*] [*]PHX A-300 [*] [*] [*] [*] [*]IAD 757 [*] [*] [*] [*] [*]LAX 757 [*] [*] [*] [*] [*]PHL 757 [*] [*] [*] [*] [*]SLC 757 [*] [*] [*] [*] [*]

[*] [*] [*] [*] [*] * Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act

of 1934, as amended.

Exhibit 10.6

AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT

1. CONTRACT ID CODE PAGE OF

1

2

2. AMENDMENT/MODIFICATION NO.062

3. EFFECTIVE DATE 05/02/2016

4. REQUISITION/PURCHASE REQ. NO.

5. PROJECT NO. (Ifapplicable)

6. ISSUED BY CODE 5ASNET 7. ADMINISTERED BY (IF OTHER THAN ITEM 6) CODE 5ASNET ALAINA EARLAir Transportation CMCUnited States Postal Service475 L’Enfant Plaza SWRoom 1P 650Washington DC 20260-0650(202) 268-6580

Air Transportation CMCAir Transportation CMCUnited States Postal Service475 L’Enfant Plaza SW, Room 1P650Washington DC 20260-0650

8. NAME AND ADDRESS OF CONTRACTOR ( No.,Street,County,State,andZipCode)

(x)

9A. AMENDMENT OF SOLICITATION NO.

FEDERAL EXPRESS CORPORATION

3610 HACKS CROSS ROADMEMPHIS TN 38125-8800

9B. DATED ( SEEITEM11)

x

10A. MODIFICATION OF CONTRACT/ORDER NO.ACN-13-FX

10B. DATED ( SEEITEM13)SUPPLIER CODE: 000389122 FACILITY CODE 04/23/2013

11. THIS ITEM ONLY APPLIES TO AMENDMENTS OF SOLICITATIONS

¨

¨ is extended, ¨ is not extended.

Offers must acknowledge receipt of this amendment prior to the hour and date specified in the solicitation or as amended, by one of the following methods: (a) By completing items 8 and 15, andreturning copies of the amendment; (b) By acknowledging receipt of this amendment on each copy of the offer submitted; or (c) By separate letter or telegram which includes a referenceto the solicitation and amendment number. FAILURE OF YOUR ACKNOWLEDGEMENT TO BE RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT OF OFFERS PRIORTO THE HOUR AND DATE SPECIFIED MAY RESULT IN REJECTION OF YOUR OFFER. If by virtue of this amendment you desire to change an offer already submitted, such changemay be made by telegram or letter, provided each telegram or letter makes reference to the solicitation and this amendment, and is received prior to the opening hour and date specified.

12. ACCOUNTING AND APPROPRIATION DATA ( Ifrequired.)See Schedule

Net Increase: [*]

13. THIS ITEM APPLIES ONLY TO MODIFICATIONS OF CONTRACTS/ORDERS. IT MODIFIES THE CONTRACT/ORDER NO. AS DESCRIBED IN ITEM 14.

(x) A. THIS CHANGE BY CLAUSE IS ISSUED PURSUANT TO: (Specify clause) THE CHANGES SET FORTH IN ITEM 14 ARE MADE IN THE CONTRACT ORDERNO. IN ITEM 10A.

¨

¨

B. THE ABOVE NUMBERED CONTRACT/ORDER IS MODIFIED TO REFLECT THE ADMINISTRATIVE CHANGES ( suchaschangesinpayingoffice,appropriationdate,etc.) SET FORTH IN ITEM 14.

¨

C. THIS SUPPLEMENTAL AGREEMENT IS ENTERED INTO PURSUANT TO THE AUTHORITY OF: THE CHANGES SET FORTH IN ITEM 14 ARE MADE INTHE CONTRACT ORDER NO. IN ITEM 10A.

x

D. OTHER (such as no cost change/cancellation, termination, etc.) (Specify type of modification and authority): THE CHANGES SET FORTH IN ITEM 14 ARE MADE INTHE CONTRACT ORDER NO. IN ITEM 10A.

By Mutual Agreement of the Contracting Parties

E. IMPORTANT : Contractor ¨ is not, x is required to sign this document and return copies to the issuing office.

14. DESCRIPTION OF AMENDMENT/MODIFICATION (Organized by UCF section headings, including solicitation/contract subject matter where feasible.) The purpose of thismodification is to incorporate Operating Period 32 (May) Ad Hoc Charters into the ACN-13-FX contract, with the following conditions: A) Once the Charters are scheduled they cannot be canceled. B) All Service and Scan penalties (reductions in payment) will be eliminated for Operating Period 32 in which these “Ad Hoc Charters” will operate. C) Volume will be inducted into the network at the Memphis Hub and will incur appropriate tier pricing and will be processed normally. Continued...

Except as provided herein, all terms and conditions of the document referenced in Item 9A or 10A, as heretofore changed, remains unchanged and in full force and effect.

15A. NAME AND TITLE OF SIGNER ( Typeorprint)

Paul J. Herron, Vice President

16A. NAME AND TITLE OF CONTRACTING OFFICER ( Typeorprint)

Brian Mckain15B. CONTRACTOR/OFFEROR

/s/ PAUL J. HERRON( Signatureofpersonauthorizedtosign)

15C. DATE SIGNED

6/17/16

16B. CONTRACT AUTHORITY

/s/ BRIAN MCKAIN( SignatureofContractingOfficer)

16C. DATE SIGNED

6/20/16

* Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act

of 1934, as amended.

CONTINUATION SHEET REQUISITION NO.

PAGE

2 OF

2

CONTRACT/ORDER NO.ACN-13-FX/062

AWARD/ EFFECTIVE DATE 05/02/2016

MASTER/AGENCY CONTRACT NO.

SOLICITATION NO.

SOLICITATION ISSUE DATE

ITEM NO

SCHEDULE OF SUPPLIES / SERVICES

QUANTITY

UNIT

UNIT PRICE

AMOUNT

FedEx will notify the Postal Service if the tender requirement is different than what iscurrently in the contract.Delivery does not change. Payments for said charters will be paid as part of the Operating Period reconciliation. - - - - - - - - - - - - - - - Sub Rept Req’d: Y Carrier Code: FX Route TerminiS: Various Route Termini End: Various PaymentTerms: SEE CONTRACTDelivery: 05/02/2016Discount Terms:

See ScheduleAccounting Info:BFN: 670167FOB: DestinationPeriod of Performance: 09/30/2013 to 09/30/2020

Change Item 9 to read as follows:

9

Ad Hoc Charter OptionAccount Number: 53703

[*]

This value is for estimation purposes only.

* Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act

of 1934, as amended.

FedEx Scheduled Charters—May Operating Period (May 02 - May 08)- Week One

WeeklyTotal A/C Type Rate Adoc Charters

Location Days

operated Cubic FeetRequested TUE WED THU FRI SAT SUN

PHL WED [*] [*] [*] [*] [*] [*] [*] [*] 757 [*] [*] LAX Thurs [*] [*] [*] [*] [*] [*] [*] [*] A-300 [*] [*] LAX Friday [*] [*] [*] [*] [*] [*] [*] [*] MD-10 [*] [*] Total [*] [*] [*] [*] [*] [*] [*] [*] [*] Charters [*] [*] [*] [*] [*] [*] [*]

FedEx Scheduled Charters—May Operating Period (May 09 - May 15) - Week Two

Location Days

operated Cubic FeetRequested TUE WED THU FRI SAT SUN

TPA Tue [*] [*] [*] [*] [*] [*] [*] [*] A-300 [*] [*] Total [*] [*] [*] [*] [*] [*] [*] [*] [*]

FedEx Scheduled Charters—May Operating Period (May 16 - May 22) - Week Three

TPA TUE [*] [*] [*] [*] [*] [*] [*] [*] 757 [*] [*] EWR TUE [*] [*] [*] [*] [*] [*] [*] [*] MD-10 [*] [*] Total [*] [*] [*] [*] [*] [*] [*] [*] [*] Charters [*] [*] [*] [*] [*] [*] [*]

FedEx Scheduled Charters—May Operating Period (May 23 - May 29) - Week Four EWR TUE [*] [*] [*] [*] [*] [*] [*] [*] MD-10 [*] [*] Total [*] [*] [*] [*] [*] [*] [*] [*] Charters [*] [*] [*] [*] [*] [*] [*] Monthly Charters [*] [*] [*] [*] [*] [*] [*] [*] * Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under

the Securities Exchange Act of 1934, as amended.

Exhibit 10.7

AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT

1. CONTRACT ID CODE PAGE OF

1

2

2. AMENDMENT/MODIFICATION NO.063

3. EFFECTIVE DATE 06/27/2016

4. REQUISITION/PURCHASE REQ. NO.

5. PROJECT NO. (Ifapplicable)

6. ISSUED BY CODE 5ASNET 7. ADMINISTERED BY (IF OTHER THAN ITEM 6) CODE 5ASNET ALAINA EARLAir Transportation CMCUnited States Postal Service475 L’Enfant Plaza SWRoom 1P 650Washington DC 20260-0650(202) 268-6580

Air Transportation CMCAir Transportation CMCUnited States Postal Service475 L’Enfant Plaza SW, Room 1P650Washington DC 20260-0650

8. NAME AND ADDRESS OF CONTRACTOR ( No.,Street,County,State,andZipCode)

(x)

9A. AMENDMENT OF SOLICITATION NO.

FEDERAL EXPRESS CORPORATION

3610 HACKS CROSS ROADMEMPHIS TN 38125-8800

9B. DATED ( SEEITEM11)

x

10A. MODIFICATION OF CONTRACT/ORDER NO.ACN-13-FX

10B. DATED ( SEEITEM13)SUPPLIER CODE: 000389122 FACILITY CODE 04/23/2013

11. THIS ITEM ONLY APPLIES TO AMENDMENTS OF SOLICITATIONS

¨

¨ is extended, ¨ is not extended.

Offers must acknowledge receipt of this amendment prior to the hour and date specified in the solicitation or as amended, by one of the following methods: (a) By completing items 8 and 15, andreturning copies of the amendment; (b) By acknowledging receipt of this amendment on each copy of the offer submitted; or (c) By separate letter or telegram which includes areference to the solicitation and amendment number. FAILURE OF YOUR ACKNOWLEDGEMENT TO BE RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT OF OFFERSPRIOR TO THE HOUR AND DATE SPECIFIED MAY RESULT IN REJECTION OF YOUR OFFER. If by virtue of this amendment you desire to change an offer already submitted, suchchange may be made by telegram or letter, provided each telegram or letter makes reference to the solicitation and this amendment, and is received prior to the opening hour and date specified.

12. ACCOUNTING AND APPROPRIATION DATA ( Ifrequired.)See Schedule

Net Increase: [*]

13. THIS ITEM APPLIES ONLY TO MODIFICATIONS OF CONTRACTS/ORDERS. IT MODIFIES THE CONTRACT/ORDER NO. AS DESCRIBED IN ITEM 14.

(x) A. THIS CHANGE BY CLAUSE IS ISSUED PURSUANT TO: (Specify clause) THE CHANGES SET FORTH IN ITEM 14 ARE MADE IN THE CONTRACT ORDERNO. IN ITEM 10A.

x

Monthly Fuel Adjustment

¨

B. THE ABOVE NUMBERED CONTRACT/ORDER IS MODIFIED TO REFLECT THE ADMINISTRATIVE CHANGES ( suchaschangesinpayingoffice,appropriationdate,etc.) SET FORTH IN ITEM 14.

¨

C. THIS SUPPLEMENTAL AGREEMENT IS ENTERED INTO PURSUANT TO THE AUTHORITY OF: THE CHANGES SET FORTH IN ITEM 14 ARE MADE INTHE CONTRACT ORDER NO. IN ITEM 10A.

¨

D. OTHER (such as no cost change/cancellation, termination, etc.) (Specify type of modification and authority): THE CHANGES SET FORTH IN ITEM 14 ARE MADE INTHE CONTRACT ORDER NO. IN ITEM 10A.

E. IMPORTANT : Contractor ¨ is not, x is required to sign this document and return copies to the issuing office.

14. DESCRIPTION OF AMENDMENT/MODIFICATION (Organized by UCF section headings, including solicitation/contract subject matter where feasible.)In accordance with contract ACN-13-FX and the “Fuel Adjustment” section, the following Line Haul Rate (fuel) for the Day Network as set out in Attachment 10 is modified forperformance during the period of June 27, 2016 to July 31, 2016 (Operating Period 34) as follows: TIERS: Base - Tier 5From:[*] per cubic footTo:[*] per cubic foot Continued...

Except as provided herein, all terms and conditions of the document referenced in Item 9A or 10A, as heretofore changed, remains unchanged and in full force and effect.

15A. NAME AND TITLE OF SIGNER ( Typeorprint)

Paul J. Herron, Vice President

16A. NAME AND TITLE OF CONTRACTING OFFICER ( Typeorprint)

Brian Mckain15B. CONTRACTOR/OFFEROR

/s/ PAUL J. HERRON( Signatureofpersonauthorizedtosign)

15C. DATE SIGNED

7/18/16

16B. CONTRACT AUTHORITY

/s/ BRIAN MCKAIN( SignatureofContractingOfficer)

16C. DATE SIGNED

7/18/16

* Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act

of 1934, as amended.

CONTINUATION SHEET REQUISITION NO.

PAGE

2 OF

2

CONTRACT/ORDER NO.ACN-13-FX/063

AWARD/ EFFECTIVE DATE 06/27/2016

MASTER/AGENCY CONTRACT NO.

SOLICITATION NO.

SOLICITATION ISSUE DATE

ITEM NO

SCHEDULE OF SUPPLIES / SERVICES

QUANTITY

UNIT

UNIT PRICE

AMOUNT

This is an increase of [*]. TIERS: 6 & 7: Tier 6:From:[*] per cubic footTo:[*] per cubic foot This is an increase of [*]. Tier 7:From:[*] per cubic footTo:[*] per cubic foot This is an increase of [*]. [*] - - - - - - - - - - - - - - - Sub Rept Req’d: Y Carrier Code: FX Route TerminiS: Various Route Termini End: Various PaymentTerms: SEE CONTRACTDelivery: 05/02/2016Discount Terms:

See ScheduleAccounting Info:BFN: 670167FOB: DestinationPeriod of Performance: 09/30/2013 to 09/30/2020

Change Item 1 to read as follows:

1 Day Network

[*]

Account Number: 53503 This is for estimation purposes only and is not a guarantee of contract value.

* Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act

of 1934, as amended.

Exhibit 10.8

AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT

1. CONTRACT ID CODE PAGE OF

1

2

2. AMENDMENT/MODIFICATION NO.064

3. EFFECTIVE DATE 07/06/2016

4. REQUISITION/PURCHASE REQ. NO.

5. PROJECT NO. (Ifapplicable)

6. ISSUED BY CODE 5ASNET 7. ADMINISTERED BY (IF OTHER THAN ITEM 6) CODE 5ASNET ALAINA EARLAir Transportation CMCUnited States Postal Service475 L’Enfant Plaza SWRoom 1P 650Washington DC 20260-0650(202) 268-6580

Air Transportation CMCAir Transportation CMCUnited States Postal Service475 L’Enfant Plaza SW, Room 1P650Washington DC 20260-0650

8. NAME AND ADDRESS OF CONTRACTOR ( No.,Street,County,State,andZipCode)

(x)

9A. AMENDMENT OF SOLICITATION NO.

FEDERAL EXPRESS CORPORATION

3610 HACKS CROSS ROADMEMPHIS TN 38125-8800

9B. DATED ( SEEITEM11)

x

10A. MODIFICATION OF CONTRACT/ORDER NO.ACN-13-FX

10B. DATED ( SEEITEM13)SUPPLIER CODE: 000389122 FACILITY CODE 04/23/2013

11. THIS ITEM ONLY APPLIES TO AMENDMENTS OF SOLICITATIONS

¨

¨ is extended, ¨ is not extended.

Offers must acknowledge receipt of this amendment prior to the hour and date specified in the solicitation or as amended, by one of the following methods: (a) By completing items 8 and 15, andreturning copies of the amendment; (b) By acknowledging receipt of this amendment on each copy of the offer submitted; or (c) By separate letter or telegram which includes areference to the solicitation and amendment number. FAILURE OF YOUR ACKNOWLEDGEMENT TO BE RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT OF OFFERSPRIOR TO THE HOUR AND DATE SPECIFIED MAY RESULT IN REJECTION OF YOUR OFFER. If by virtue of this amendment you desire to change an offer already submitted, suchchange may be made by telegram or letter, provided each telegram or letter makes reference to the solicitation and this amendment, and is received prior to the opening hour and date specified.

12. ACCOUNTING AND APPROPRIATION DATA ( Ifrequired.)See Schedule

$0.00

13. THIS ITEM APPLIES ONLY TO MODIFICATIONS OF CONTRACTS/ORDERS. IT MODIFIES THE CONTRACT/ORDER NO. AS DESCRIBED IN ITEM 14.

(x) A. THIS CHANGE BY CLAUSE IS ISSUED PURSUANT TO: (Specify clause) THE CHANGES SET FORTH IN ITEM 14 ARE MADE IN THE CONTRACT ORDERNO. IN ITEM 10A.

¨

x

B. THE ABOVE NUMBERED CONTRACT/ORDER IS MODIFIED TO REFLECT THE ADMINISTRATIVE CHANGES ( suchaschangesinpayingoffice,appropriationdate,etc.) SET FORTH IN ITEM 14.

¨

C. THIS SUPPLEMENTAL AGREEMENT IS ENTERED INTO PURSUANT TO THE AUTHORITY OF: THE CHANGES SET FORTH IN ITEM 14 ARE MADE INTHE CONTRACT ORDER NO. IN ITEM 10A.

x

D. OTHER (such as no cost change/cancellation, termination, etc.) (Specify type of modification and authority): THE CHANGES SET FORTH IN ITEM 14 ARE MADE INTHE CONTRACT ORDER NO. IN ITEM 10A.Unilateral Modification

E. IMPORTANT : Contractor x is not, ¨ is required to sign this document and return copies to the issuing office.

14. DESCRIPTION OF AMENDMENT/MODIFICATION (Organized by UCF section headings, including solicitation/contract subject matter where feasible.)The purpose of this modification is to officially change the COR as follows: FROM: Nancy Paradice TO: Andy Henderson Sub Rept Req’d: Y Carrier Code: FX Route TerminiS: Various Route Termini End: Various PaymentTerms: SEE CONTRACT Continued...

Except as provided herein, all terms and conditions of the document referenced in Item 9A or 10A, as heretofore changed, remains unchanged and in full force and effect.

15A. NAME AND TITLE OF SIGNER ( Typeorprint)

16A. NAME AND TITLE OF CONTRACTING OFFICER ( Typeorprint)

Brian Mckain15B. CONTRACTOR/OFFEROR

(Signatureofpersonauthorizedtosign)

15C. DATE SIGNED

16B. CONTRACT AUTHORITY

/s/ BRIAN MCKAIN(SignatureofContractingOfficer)

16C. DATE SIGNED

7/7/16

CONTINUATION SHEET REQUISITION NO.

PAGE

2 OF

2

CONTRACT/ORDER NO.ACN-13-FX/064

AWARD/EFFECTIVE DATE 07/06/2016

MASTER/AGENCY CONTRACT NO.

SOLICITATION NO.

SOLICITATION ISSUE DATE

ITEM NO SCHEDULE OF SUPPLIES / SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

Period of Performance: 09/30/2013 to 09/30/2020

Exhibit 10.9

AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT

1. CONTRACT ID CODE PAGE OF

1

2

2. AMENDMENT/MODIFICATION NO.065

3. EFFECTIVE DATE 05/30/2016

4. REQUISITION/PURCHASE REQ. NO.

5. PROJECT NO. (Ifapplicable)

6. ISSUED BY CODE 5ASNET 7. ADMINISTERED BY (IF OTHER THAN ITEM 6) CODE 5ASNET ALAINA EARLAir Transportation CMCUnited States Postal Service475 L’Enfant Plaza SWRoom 1P 650Washington DC 20260-0650(202) 268-6580

Air Transportation CMCAir Transportation CMCUnited States Postal Service475 L’Enfant Plaza SW, Room 1P650Washington DC 20260-0650

8. NAME AND ADDRESS OF CONTRACTOR ( No.,Street,County,State,andZipCode)

(x)

9A. AMENDMENT OF SOLICITATION NO.

FEDERAL EXPRESS CORPORATION

3610 HACKS CROSS ROADMEMPHIS TN 38125-8800

9B. DATED ( SEEITEM11)

x

10A. MODIFICATION OF CONTRACT/ORDER NO.ACN-13-FX

10B. DATED ( SEEITEM13)SUPPLIER CODE: 000389122 FACILITY CODE 04/23/2013

11. THIS ITEM ONLY APPLIES TO AMENDMENTS OF SOLICITATIONS

¨

¨ is extended, ¨ is not extended.

Offers must acknowledge receipt of this amendment prior to the hour and date specified in the solicitation or as amended, by one of the following methods: (a) By completing items 8 and 15, andreturning copies of the amendment; (b) By acknowledging receipt of this amendment on each copy of the offer submitted; or (c) By separate letter or telegram which includes areference to the solicitation and amendment number. FAILURE OF YOUR ACKNOWLEDGEMENT TO BE RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT OF OFFERSPRIOR TO THE HOUR AND DATE SPECIFIED MAY RESULT IN REJECTION OF YOUR OFFER. If by virtue of this amendment you desire to change an offer already submitted, suchchange may be made by telegram or letter, provided each telegram or letter makes reference to the solicitation and this amendment, and is received prior to the opening hour and date specified.

12. ACCOUNTING AND APPROPRIATION DATA ( Ifrequired)See Schedule

Net Increase: [*]

13. THIS ITEM APPLIES ONLY TO MODIFICATIONS OF CONTRACTS/ORDERS. IT MODIFIES THE CONTRACT/ORDER NO. AS DESCRIBED IN ITEM 14.

(x) A. THIS CHANGE BY CLAUSE IS ISSUED PURSUANT TO: (Specify clause) THE CHANGES SET FORTH IN ITEM 14 ARE MADE IN THE CONTRACT ORDERNO. IN ITEM 10A.

¨

¨

B. THE ABOVE NUMBERED CONTRACT/ORDER IS MODIFIED TO REFLECT THE ADMINISTRATIVE CHANGES ( suchaschangesinpayingoffice,appropriationdate,etc.) SET FORTH IN ITEM 14.

¨

C. THIS SUPPLEMENTAL AGREEMENT IS ENTERED INTO PURSUANT TO THE AUTHORITY OF: THE CHANGES SET FORTH IN ITEM 14 ARE MADE INTHE CONTRACT ORDER NO. IN ITEM 10A.

x

D. OTHER (such as no cost change/cancellation, termination, etc.) (Specify type of modification and authority): THE CHANGES SET FORTH IN ITEM 14 ARE MADE INTHE CONTRACT ORDER NO. IN ITEM 10A.By Mutual Agreement of the Contracting Parties

E. IMPORTANT : Contractor ¨ is not, x is required to sign this document and return copies to the issuing office.

14. DESCRIPTION OF AMENDMENT/MODIFICATION (Organized by UCF section headings, including solicitation/contract subject matter where feasible.)The purpose of this modification is to incorporate Operating Period 33 (June) Ad Hoc Charters into the ACN-13-FX contract, with the following conditions: A) Once the Charters are scheduled they cannot be canceled. B) All Service and Scan penalties (reductions in payment) will be eliminated for Operating Period 33 in which these “Ad Hoc Charters” will operate. C) Volume will be inducted into the network at the Memphis Hub and will incur appropriate tier pricing and will be processed normally. Continued...

Except as provided herein, all terms and conditions of the document referenced in Item 9A or 10A, as heretofore changed, remains unchanged and in full force and effect.

15A. NAME AND TITLE OF SIGNER ( Typeorprint)

Paul J. Herron, Vice President

16A. NAME AND TITLE OF CONTRACTING OFFICER ( Typeorprint)

Brian Mckain15B. CONTRACTOR/OFFEROR

/s/ PAUL J. HERRON(Signatureofpersonauthorizedtosign)

15C. DATE SIGNED

7/25/16

16B. CONTRACT AUTHORITY

/s/ BRIAN MCKAIN(SignatureofContractingOfficer)

16C. DATE SIGNED

7/26/16

* Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act

of 1934, as amended.

CONTINUATION SHEET REQUISITION NO.

PAGE

2 OF

2

CONTRACT/ORDER NO.ACN-13-FX/065

AWARD/EFFECTIVE DATE 05/30/2016

MASTER/AGENCY CONTRACT NO.

SOLICITATION NO.

SOLICITATION ISSUE DATE

ITEM NO SCHEDULE OF SUPPLIES / SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

FedEx will notify the Postal Service if the tender requirement is different than what iscurrently in the contract. Delivery does not change. Payments for said charters will be paid as part of the Operating Period reconciliation.Sub Rept Req’d: Y Carrier Code: FX Route TerminiS: Various Route Termini End: Various PaymentTerms: SEE CONTRACTDelivery: 05/02/2016Discount Terms:

See ScheduleAccounting Info:BFN: 670167FOB: DestinationPeriod of Performance: 09/30/2013 to 09/30/2020 Change Item 9 to read as follows:

9 Ad Hoc Charter Option [*]

Account Number: 53703 This value is for estimation purposes only.

* Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act

of 1934, as amended.

June 2016 O/P Ad Hoc Charters Origin Aircraft Type

Monthly Numberof Charters

Aircraft Capacity(cubic feet)

Total MonthlyCubic Feet Price

Total MonthlyPrice

EWR A-300 [*] [*] [*] [*] [*] LAX A-310 [*] [*] [*] [*] [*] IAD (PHL) 757 [*] [*] [*] [*] [*] MCO 757 [*] [*] [*] [*] [*] SLC 757 [*] [*] [*] [*] [*]

[*] [*] [*] [*] [*] * Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act

of 1934, as amended.

Exhibit 10.10

AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT

1. CONTRACT ID CODE PAGE OF

1

2

2. AMENDMENT/MODIFICATION NO.067

3. EFFECTIVE DATE 08/01/2016

4. REQUISITION/PURCHASE REQ. NO.

5. PROJECT NO. (Ifapplicable)

6. ISSUED BY CODE 5ASNET 7. ADMINISTERED BY (IF OTHER THAN ITEM 6) CODE 5ASNET ALAINA EARLAir Transportation CMCUnited States Postal Service475 L’Enfant Plaza SWRoom 1P 650Washington DC 20260-0650(202) 268-6580

Air Transportation CMCAir Transportation CMCUnited States Postal Service475 L’Enfant Plaza SW, Room 1P650Washington DC 20260-0650

8. NAME AND ADDRESS OF CONTRACTOR ( No.,Street,County,State,andZipCode)

(x)

9A. AMENDMENT OF SOLICITATION NO.

FEDERAL EXPRESS CORPORATION

3610 HACKS CROSS ROADMEMPHIS TN 38125-8800

9B. DATED ( SEEITEM11)

x

10A. MODIFICATION OF CONTRACT/ORDER NO.ACN-13-FX

10B. DATED ( SEEITEM13)SUPPLIER CODE: 000389122 FACILITY CODE 04/23/2013

11. THIS ITEM ONLY APPLIES TO AMENDMENTS OF SOLICITATIONS

¨

¨ is extended, ¨ is not extended.

Offers must acknowledge receipt of this amendment prior to the hour and date specified in the solicitation or as amended, by one of the following methods: (a) By completing items 8 and 15, andreturning copies of the amendment; (b) By acknowledging receipt of this amendment on each copy of the offer submitted; or (c) By separate letter or telegram which includes areference to the solicitation and amendment number. FAILURE OF YOUR ACKNOWLEDGEMENT TO BE RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT OF OFFERSPRIOR TO THE HOUR AND DATE SPECIFIED MAY RESULT IN REJECTION OF YOUR OFFER. If by virtue of this amendment you desire to change an offer already submitted, suchchange may be made by telegram or letter, provided each telegram or letter makes reference to the solicitation and this amendment, and is received prior to the opening hour and date specified.

12. ACCOUNTING AND APPROPRIATION DATA ( Ifrequired.)See Schedule

Net Increase: [*]

13. THIS ITEM APPLIES ONLY TO MODIFICATIONS OF CONTRACTS/ORDERS. IT MODIFIES THE CONTRACT/ORDER NO. AS DESCRIBED IN ITEM 14.

(x) A. THIS CHANGE BY CLAUSE IS ISSUED PURSUANT TO: (Specify clause) THE CHANGES SET FORTH IN ITEM 14 ARE MADE IN THE CONTRACT ORDERNO. IN ITEM 10A.

x

Monthly Fuel Adjustment

¨

B. THE ABOVE NUMBERED CONTRACT/ORDER IS MODIFIED TO REFLECT THE ADMINISTRATIVE CHANGES ( suchaschangesinpayingoffice,appropriationdate,etc.) SET FORTH IN ITEM 14.

¨

C. THIS SUPPLEMENTAL AGREEMENT IS ENTERED INTO PURSUANT TO THE AUTHORITY OF: THE CHANGES SET FORTH IN ITEM 14 ARE MADE INTHE CONTRACT ORDER NO. IN ITEM 10A.

¨

D. OTHER (such as no cost change/cancellation, termination, etc.) (Specify type of modification and authority): THE CHANGES SET FORTH IN ITEM 14 ARE MADE INTHE CONTRACT ORDER NO. IN ITEM 10A.

E. IMPORTANT : Contractor ¨ is not, x is required to sign this document and return 1 copies to the issuing office.

14. DESCRIPTION OF AMENDMENT/MODIFICATION (Organized by UCF section headings, including solicitation/contract subject matter where feasible.)In accordance with contract ACN-13-FX and the “Fuel Adjustment” section, the following Line Haul Rate (fuel) for the Day Network as set out in Attachment 10 is modified forperformance during the period of August 1, 2016 to August 28, 2016 (Operating Period 35) as follows: TIERS: Base - Tier 5From:[*] per cubic footTo:[*] per cubic foot Continued...

Except as provided herein, all terms and conditions of the document referenced in Item 9A or 10A, as heretofore changed, remains unchanged and in full force and effect.

15A. NAME AND TITLE OF SIGNER ( Typeorprint)

Paul J. Herron, Vice President

16A. NAME AND TITLE OF CONTRACTING OFFICER ( Typeorprint)

Brian Mckain15B. CONTRACTOR/OFFEROR

/s/ PAUL J. HERRON(Signatureofpersonauthorizedtosign)

15C. DATE SIGNED

7-27-16

16B. CONTRACT AUTHORITY

/s/ BRIAN MCKAIN(SignatureofContractingOfficer)

16C. DATE SIGNED

8/4/16

* Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act

of 1934, as amended.

CONTINUATION SHEET REQUISITION NO.

PAGE

2 OF

2

CONTRACT/ORDER NO.ACN-13-FX/067

AWARD/EFFECTIVE DATE 08/01/2016

MASTER/AGENCY CONTRACT NO.

SOLICITATION NO.

SOLICITATION ISSUE DATE

ITEM NO SCHEDULE OF SUPPLIES / SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

This is an increase of [*]. TIERS: 6 & 7: Tier 6:From:[*] per cubic footTo:[*] per cubic foot This is an increase of [*]. Tier 7:From:[*] per cubic footTo:[*] per cubic foot This is an increase of [*]. [*]

- - - - - - - - - - - - - - - Sub Rept Req’d: Y Carrier Code: FX Route TerminiS: Various Route Termini End: Various PaymentTerms: SEE CONTRACTDelivery: 05/02/2016Discount Terms:

See ScheduleAccounting Info:BFN: 670167FOB: DestinationPeriod of Performance: 09/30/2013 to 09/30/2020 Change Item 1 to read as follows:

1 Day Network [*]

Account Number: 53503 This is for estimation purposes only and is not a guarantee of contract value.

* Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act

of 1934, as amended.

Exhibit 10.11

AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT

1. CONTRACT ID CODE PAGE OF

1

2

2. AMENDMENT/MODIFICATION NO.068

3. EFFECTIVE DATE 06/27/2016

4. REQUISITION/PURCHASE REQ. NO.

5. PROJECT NO. (Ifapplicable)

6. ISSUED BY CODE 5ASNET 7. ADMINISTERED BY (IF OTHER THAN ITEM 6) CODE 5ASNET ALAINA EARLAir Transportation CMCUnited States Postal Service475 L’Enfant Plaza SWRoom 1P 650Washington DC 20260-0650(202) 268-6580

Air Transportation CMCAir Transportation CMCUnited States Postal Service475 L’Enfant Plaza SW, Room 1P650Washington DC 20260-0650

8. NAME AND ADDRESS OF CONTRACTOR ( No.,Street,County,State,andZipCode)

(x)

9A. AMENDMENT OF SOLICITATION NO.

FEDERAL EXPRESS CORPORATION

3610 HACKS CROSS ROADMEMPHIS TN 38125-8800

9B. DATED ( SEEITEM11)

x

10A. MODIFICATION OF CONTRACT/ORDER NO.ACN-13-FX

10B. DATED ( SEEITEM13)SUPPLIER CODE: 000389122 FACILITY CODE 04/23/2013

11. THIS ITEM ONLY APPLIES TO AMENDMENTS OF SOLICITATIONS

¨

¨ is extended, ¨ is not extended.

Offers must acknowledge receipt of this amendment prior to the hour and date specified in the solicitation or as amended, by one of the following methods: (a) By completing items 8 and 15, andreturning copies of the amendment; (b) By acknowledging receipt of this amendment on each copy of the offer submitted; or (c) By separate letter or telegram which includes areference to the solicitation and amendment number. FAILURE OF YOUR ACKNOWLEDGEMENT TO BE RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT OF OFFERSPRIOR TO THE HOUR AND DATE SPECIFIED MAY RESULT IN REJECTION OF YOUR OFFER. If by virtue of this amendment you desire to change an offer already submitted, suchchange may be made by telegram or letter, provided each telegram or letter makes reference to the solicitation and this amendment, and is received prior to the opening hour and date specified.

12. ACCOUNTING AND APPROPRIATION DATA ( Ifrequired)See Schedule

Net Increase: [*]

13. THIS ITEM APPLIES ONLY TO MODIFICATIONS OF CONTRACTS/ORDERS. IT MODIFIES THE CONTRACT/ORDER NO. AS DESCRIBED IN ITEM 14.

(x)

A. THIS CHANGE BY CLAUSE IS ISSUED PURSUANT TO: (Specify clause) THE CHANGES SET FORTH IN ITEM 14 ARE MADE IN THE CONTRACT ORDERNO. IN ITEM 10A.

¨

¨

B. THE ABOVE NUMBERED CONTRACT/ORDER IS MODIFIED TO REFLECT THE ADMINISTRATIVE CHANGES ( suchaschangesinpayingoffice,appropriationdate,etc.) SET FORTH IN ITEM 14.

¨

C. THIS SUPPLEMENTAL AGREEMENT IS ENTERED INTO PURSUANT TO THE AUTHORITY OF: THE CHANGES SET FORTH IN ITEM 14 ARE MADE INTHE CONTRACT ORDER NO. IN ITEM 10A.

x

D. OTHER (such as no cost change/cancellation, termination, etc.) (Specify type of modification and authority): THE CHANGES SET FORTH IN ITEM 14 ARE MADE INTHE CONTRACT ORDER NO. IN ITEM 10A.By Mutual Agreement of the Contracting Parties

E. IMPORTANT : Contractor ¨ is not, x is required to sign this document and return 1 copies to the issuing office.

14. DESCRIPTION OF AMENDMENT/MODIFICATION (Organized by UCF section headings, including solicitation/contract subject matter where feasible.)The purpose of this modification is to incorporate Operating Period 34 (July) Scheduled and Ad Hoc Charters into the ACN-13-FX contract, with the following conditions: A) Once the Charters are scheduled they cannot be canceled. B) All Service and Scan penalties (reductions in payment) related to the Day Network only, will be eliminated. This relief does not apply to the Night Network. C) Volume will be inducted into the network at the Memphis Hub and will incur appropriate tie pricing and will be processed normally. Continued...

Except as provided herein, all terms and conditions of the document referenced in Item 9A or 10A, as heretofore changed, remains unchanged and in full force and effect.

15A. NAME AND TITLE OF SIGNER ( Typeorprint)

Paul J. Herron, Vice President

16A. NAME AND TITLE OF CONTRACTING OFFICER ( Typeorprint)

Brian Mckain15B. CONTRACTOR/OFFEROR

/s/ PAUL J. HERRON(Signatureofpersonauthorizedtosign)

15C. DATE SIGNED

8-8-16

16B. CONTRACT AUTHORITY

/s/ BRIAN MCKAIN(SignatureofContractingOfficer)

16C. DATE SIGNED

8/9/16

* Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act

of 1934, as amended.

CONTINUATION SHEET REQUISITION NO.

PAGE

2 OF

2

CONTRACT/ORDER NO.ACN-13-FX/068

AWARD/EFFECTIVE DATE 06/27/2016

MASTER/AGENCY CONTRACT NO.

SOLICITATION NO.

SOLICITATION ISSUE DATE

ITEM NO SCHEDULE OF SUPPLIES / SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

FedEx will notify the Postal Service if the tender requirement is different than what iscurrently in the contract. Delivery does not change. Payments for said charters will be paid as part of the Operating Period reconciliation. - - - - - - - - - - - - - - - Sub Rept Req’d: Y Carrier Code: FX Route TerminiS: Various Route Termini End: Various PaymentTerms: SEE CONTRACTDelivery: 06/27/2016Discount Terms:

See ScheduleAccounting Info:BFN: 670167FOB: DestinationPeriod of Performance: 09/30/2013 to 09/30/2020 Change Item 7 to read as follows:

7

Scheduled Charter OptionAccount Number: 53703 This value is for estimation purposes only. Change Item 9 to read as follows:

[*]

9

Ad Hoc Charter OptionAccount Number: 53703 This value is for estimation purposes only.

[*]

* Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act

of 1934, as amended.

July 2016 Charters

Scheduled Charters Origin Aircraft Type

Monthly Numberof Charters

Aircraft Capacity(cubic feet)

Total MonthlyCubic Feet Price

Total MonthlyPrice

EWR MD-10 [*] [*] [*] [*] [*] SMF (OAK) MD-10 [*] [*] [*] [*] [*] PHL (IAD) 757 [*] [*] [*] [*] [*] SLC 757 [*] [*] [*] [*] [*] TPA 757 [*] [*] [*] [*] [*]

[*] [*] [*] [*] [*]

Ad Hoc Charters

Origin Aircraft Type Monthly Number

of Charters Aircraft Capacity

(cubic feet) Total Monthly

Cubic Feet Price Total Monthly

Price LAX MD-11 [*] [*] [*] [*] [*] LAX A300 [*] [*] [*] [*] [*] OAK A300 [*] [*] [*] [*] [*] LAX 757 [*] [*] [*] [*] [*] IAD 757 [*] [*] [*] [*] [*] MCO 757 [*] [*] [*] [*] [*]

[*] [*] [*] [*] [*] * Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act

of 1934, as amended.

Exhibit 10.12

FedEx Contract # 12-0527-016

Supplemental Agreement No. 8

to

Purchase Agreement No. 3712

between

The Boeing Company

And

Federal Express Corporation

Relating to Boeing Model 767-3S2F Aircraft

THIS SUPPLEMENTAL AGREEMENT, entered into as of June 10, 2016 by and between THE BOEING COMPANY (Boeing) and FEDERAL EXPRESSCORPORATION (Customer);

W I T N E S S E T H :

A. WHEREAS, the parties entered into Purchase Agreement No. 3712, dated December 14, 2011 (Purchase Agreement), relating to the purchase and sale ofcertain Boeing Model 767-3S2F Aircraft (the Aircraft); and

B. WHEREAS, Customer desires to reschedule the delivery month of eight (8) Aircraft as set forth in the table below:

CurrentDelivery Month

& Year

RevisedDelivery Month

& Year Block Table

Reference[*] [*] Block C Table 1-A1[*] [*] Original Firm Table 1-A[*] [*] Original Firm Table 1-A[*] [*] Block C Table 1-B[*] [*] Block C Table 1-B[*] [*] Original Firm Table 1-A[*] [*] Original Firm Table 1-A[*] [*] Block C Table 1-A1

* Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under

the Securities Exchange Act of 1934, as amended.

BOEING PRO P RIETARYS8-1

Supplemental Agreement No. 8 toPurchase Agreement No. 3712

C. WHEREAS, Customer desires to exercise six (6) Option Aircraft, which shall be designated as Block C Aircraft, with delivery months as set forth in thetable below (SA-8 Early Exercise Aircraft):

Delivery Month &Year for Exercised

Option Aircraft Block[*] Block C[*] Block C[*] Block C[*] Block C[*] Block C[*] Block C

D. WHEREAS, Customer desires to add six (6) Option Aircraft to the Purchase Agreement, hereinafter referred to as Option Aircraft, with delivery monthsas set forth in the table below:

Delivery Month &Year for Option

Aircraft Block[*] Option Aircraft[*] Option Aircraft[*] Option Aircraft[*] Option Aircraft[*] Option Aircraft[*] Option Aircraft

E. WHEREAS, Customer desires to cancel six (6) Purchase Rights from the Purchase Agreement.

F. WHEREAS, Boeing and Customer desire to acknowledge that one (1) Block B conditional firm Aircraft having a scheduled month of delivery of [*] hasbecome firm in accordance with the terms of Letter Agreement 6-1162-SCR-146R1, Special Provision – Block B and Block G Aircraft , due to the expiration of thespecial provision therein as it relates to such Block B Aircraft. * Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under

the Securities Exchange Act of 1934, as amended.

BOEING PROPRIETARYS8-2

Supplemental Agreement No. 8 toPurchase Agreement No. 3712

NOW THEREFORE, in consideration of the mutual covenants herein contained, the parties hereto agree to supplement the Purchase Agreement as follows:

All terms used herein and in the Purchase Agreement, and not defined herein, shall have the same meaning as in the Purchase Agreement.

1. Remove and replace, in its entirety, the Table of Contents with the revised Table of Contents attached hereto to reflect the changes made by thisSupplemental Agreement No. 8.

2. Boeing and Customer acknowledge and agree that upon execution of this Supplemental Agreement No. 8 and upon fulfillment of the conditions describedin Article 14 below, (i) the eight (8) Aircraft described in Recital Paragraph B above are hereby rescheduled as described herein, (ii) the six (6) Option Aircraftexercised as firm Aircraft described in Recital Paragraph C above are hereby added to the Purchase Agreement and are considered by the parties as “Block CAircraft” and will be deemed “Aircraft” for all purposes under the Purchase Agreement except as described herein, (iii) the six (6) Option Aircraft described inRecital Paragraph D above are hereby added to the Purchase Agreement as “Option Aircraft” as described herein and shall be deemed such for all purposes underthe Purchase Agreement except as otherwise described herein, and (vi) six (6) Purchase Rights are hereby cancelled from the Purchase Agreement decreasing thetotal quantity of Purchase Rights to forty-four (44).

3. Revise and replace in its entirety, Table 1-A with a revised Table 1-A, attached hereto, to reschedule the delivery month of four (4) Aircraft as identified inRecital Paragraph B above with a Table 1-A table reference.

4. Revise and replace in its entirety, Table 1-A1 with a revised Table 1-A1, attached hereto, to reschedule the delivery month of two (2) Aircraft as identifiedin Recital Paragraph B above with a Table 1-A1 table reference.

5. Revise and replace in its entirety, Table 1-B with a revised Table 1-B, attached hereto, to (i) reschedule the delivery month of two (2) Aircraft as identifiedin Recital

BOEING PROPRIETARYS8-3

Supplemental Agreement No. 8 toPurchase Agreement No. 3712 paragraph B above with a Table 1-B table reference, (ii) add the six (6) Aircraft described in Recital Paragraph C above to the Table, and (iii) acknowledge theexpiration of the special provision pursuant Letter Agreement 6-1162-SCR-146R1, Special Provision – Block B and Block G Aircraft as it pertains to one (1)Aircraft described in Recital Paragraph F above.

6. Revise and replace in its entirety Attachment 1 to Letter Agreement FED-PA-03712-LA-1106156R2, Option Aircraft , attached hereto, to reflect theaddition of the Option Aircraft described in Recital Paragraph D above.

7. Revise and replace in its entirety Attachment 3 to Letter Agreement FED-PA-03712-LA-1106156R2, Option Aircraft , attached hereto, to reflect theexercise of the Option Aircraft described in Recital Paragraph C above.

8. Revise and replace in its entirety Attachment 4 to Letter Agreement FED-PA-03712-LA-1106156R2, Option Aircraft , attached hereto, to reflect (i) theexercise of the Aircraft described in Recital Paragraph C above and (ii) the addition of the Option Aircraft described in Recital Paragraph D above.

9. Revise and replace in its entirety Letter Agreement FED-PA-03712-LA-1106158R2, Right to Purchase Additional Aircraft , with Letter Agreement FED-PA-03712-LA-1106158R3, Right to Purchase Additional Aircraft , attached hereto, to reflect the cancellation of six (6) Purchase Rights as described in RecitalParagraph C above, resulting in a revised quantity of forty-four (44) Purchase Rights.

10. Revise and replace in its entirety Letter Agreement FED-PA-03712-LA-1106614R1, Special Matters for Purchase Right Aircraft , with Letter AgreementFED-PA-03712-LA-1106614R2, Special Matters for Purchase Right Aircraft , attached hereto, to reflect the letter agreement revision described in Paragraph 9above.

11. Add a new Letter Agreement 6-1162-LKJ-0728, Special Matters – SA-8 Early Exercise Aircraft , attached hereto, to describe the commercialconsiderations provided to Customer in consideration of the early exercise of the Block C Aircraft described in Recital Paragraph C above.

BOEING PROPRIETARYS8-4

Supplemental Agreement No. 8 toPurchase Agreement No. 3712

12. For the sake of clarity, the parties confirm and agree that the six (6) Block C Aircraft added herein shall be subject to Letter Agreement FED-PA-03712-LA-1106159R1, Special Matters Concerning [*] and Letter Agreement FED-PA-03712-LA-1106584R4, Aircraft Performance Guarantees .

13. As a result of the changes incorporated in this Supplemental Agreement No. 8, Customer will [*] applicable to each of the six (6) Block C Aircraftdescribed in Recital Paragraph C and added to the Purchase Agreement pursuant to this Supplemental Agreement No. 8 and (ii) an Option Deposit [*] for each ofthe six (6) Option Aircraft described in Recital Paragraph D and added to the Purchase Agreement pursuant to this Supplemental Agreement No. 8 and (iii) [*]applicable to each of the eight (8) Aircraft described in Recital Paragraph B above as a result of the reschedule of such Aircraft. The foregoing results in an [*]. Forclarity, the terms “pre-delivery payment(s)”, “PDP(s)” and “advance payment(s)” are used on an interchangeable basis. [*] of executing this SupplementalAgreement No. 8.

14. This Supplemental Agreement No. 8 to the Purchase Agreement shall not be effective until (i) executed and delivered by the parties on or prior to June15, 2016, and (ii) Customer and Boeing execute and deliver Supplemental Agreement No. 25 to Purchase Agreement No. 3157 on or before June 15, 2016. * Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under

the Securities Exchange Act of 1934, as amended.

BOEING PROPRIETARYS8-5

Supplemental Agreement No. 8 toPurchase Agreement No. 3712 EXECUTED as of the day and year first above written. THE BOEING COMPANY

By: /s/ L. Kirsten Jensen

Its: Attorney-In-Fact

FEDERAL EXPRESS CORPORATION

By: /s/ Phillip C. Blum

Its: Vice President Aircraft Acquisition

BOEING PROPRIETARYS8-6

TABLE OF CONTENTS ARTICLES

SA Number

1 Quantity, Model and Description 2 Delivery Schedule 3 Price 4 Payment 5 Additional Terms

TABLES 1-A Firm Aircraft Information Table 8

1-A1 Block C Aircraft Information Table 8 1-A2 Block E, Block F and Block G Aircraft Information Table 6 1-B Exercised Option Aircraft Information Table 8 1-B1 Exercised Block D Option Aircraft Information Table 2 1-C Exercised Purchase Right Aircraft Information Table 2

EXHIBIT A Aircraft Configuration 4 B Aircraft Delivery Requirements and Responsibilities

SUPPLEMENTAL EXHIBITS AE1 Escalation Adjustment / Airframe and Optional Features

BFE1 BFE Variables 2 CS1 Customer Support Variables EE1 Engine Escalation , Engine Warranty and Patent Indemnity SLP1 Service Life Policy Components

FED-PA-03712 SA-8

BOEING PROPRIETARY

LETTER AGREEMENTS SA

Number

LA-1106151R2 LA-Special Matters Concerning [*] – Option Aircraft and Certain Purchase Right Aircraft 6

LA-1106152 LA-Special Matters Concerning [*] – Firm Aircraft LA-1106153 LA-Liquidated Damages Non-Excusable Delay LA-1106154R2 LA-Firm Aircraft and Option Aircraft Delivery Matters 6 LA-1106155 LA-Open Configuration Matters LA-1106156R2 LA-Option Aircraft 6

Attachment 1 to LA-1106156R2 8 Attachment 2 to LA-1106156R2 6 Attachment 3 to LA-1106156R2 8 Attachment 4 to LA-1106156R2 8

LA-1106157 AGTA Amended Articles LA-1106158 R3 LA-Right to Purchase Additional Aircraft 8 LA-1106159R1 LA-Special Matters Concerning [*] 1 LA-1106160 LA-Spare Parts Initial Provisioning LA-1106163 LA-Demonstration Flight Waiver LA-1106177R1 LA-[*] 6 LA-1106207R1 LA-Special Matters Firm Aircraft 1 LA-1106208R1 LA-Special Matters Option Aircraft 1 LA-1106574R1 LA-Agreement for Deviation from the [*] 6 LA-1106584R4 LA-Aircraft Performance Guarantees 6 LA-1106586 LA-Miscellaneous Matters LA-1106614 R2 LA-Special Matters for Purchase Right Aircraft 8 LA-1106824 LA-Customer Support Matters LA-1208292R2 LA-Special Matters Concerning Escalation – Block B, Block C, Block E, Block F and Block G Aircraft 6 LA-1208296R1 LA-Special Matters for Block D Option Aircraft 6 LA-1208949 LA-Special Matters Block C Aircraft in Table 1-A1 1 6-1162-SCR-146R1 LA Special Provision – Block B and Block G Aircraft 6 LA-1306854R1 Performance Guarantees, Demonstrated Compliance 6 6-1162-LKJ-0696R6 LA-[*] 6 6-1162-LKJ-0705 LA-Special Matters for Block E, Block F and Block G Aircraft in Table 1-A2 6-1162-LKJ-0707 LA- Agreement Regarding [*] 6 6-1162-LKJ-0709 [*] Special Matters 6

6-1162-LKJ-0728 Special Matters – SA-8 Early Exercise Aircraft 8 * Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under

the Securities Exchange Act of 1934, as amended. FED-PA-03712 SA-8

BOEING PROPRIETARY

SUPPLEMENTAL AGREEMENTS DATED AS OF:

Supplemental Agreement No. 1 June 29, 2012

Supplemental Agreement No. 2 October 8, 2012

Supplemental Agreement No. 3 December 11, 2012

Supplemental Agreement No. 4 December 10, 2013

Supplemental Agreement No. 5 September 29, 2014

Supplemental Agreement No. 6 July 21, 2015

Supplemental Agreement No. 7 April 18 , 2016 FED-PA-03712 SA-8

BOEING PROPRIETARY

Table 1-A ToPurchase Agreement No. 3712

Aircraft Delivery, Description, Price and Advance PaymentsFirm Aircraft

Escalation Escalation Escalation Estimate Advance Payment Per Aircraft (Amts. Due/Mos. Prior to Delivery):

Delivery Date Number of

Aircraft Factor

(Airframe) Factor

(Engine) Adv Payment Base

Price Per A/P At Signing

1% 24 Mos.

4% 21/18/12/9/6 Mos.

5% Total 30%

[*] 1 [*] [*] See Note 1 [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] Total: 27 Note:

1. Notwithstanding the delivery date of [*]shown in this Table, the Aircraft is rescheduled to deliver in [*]upon execution of SA 1 to PA 3712. The parties acknowledge the [*] will be based on a [*].

The parties acknowledge the [*] will be based on an [*].

* Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under theSecurities Exchange Act of 1934, as amended.

FED-PA-03712 57361, 87793 Supplemental Agreement No. 8

Boeing Proprietary Page 1

Airframe Model/MTOW: 767-300F 408000 pounds

Engine Model/Thrust: CF6-80C2B6F 60200 pounds

Airframe Price: [*]

Optional Features: [*]

Sub-Total of Airframe and Features: [*]

Engine Price (Per Aircraft): [*]

Aircraft Basic Price (Excluding BFE/SPE): [*]

Buyer Furnished Equipment (BFE) Estimate: [*]

Seller Purchased Equipment (SPE) Estimate: [*]

Deposit per Aircraft: [*]

Detail Specification: D019T002 Rev. K Dated April 30, 2011

Airframe Price Base Year/EscalationFormula: [*] ECI-MFG/CPI

Engine Price Base Year/EscalationFormula:

[*] GE CF6-80 & GE90 (99 rev.)

Airframe Escalation Data:

Base Year Index (ECI): [*]

Base Year Index (CPI): [*]

Engine Escalation Data:

Base Year Index (CPI): [*]

Table 1-Al to PA 3712Aircraft Delivery, Description, Price and Advance Payments

Block C Aircraft

Escalation Escalation Escalation Estimate Advance Payment Per Aircraft (Amts. Due/Mos. Prior to Delivery):

Delivery Date Number of

Aircraft Factor

(Airframe) Factor

(Engine) MSN Adv Payment Base

Price Per A/P At Signing

1% 24 Mos.

4% 21/18/12/9/6 Mos.

5% Total 30%

[*] 1 [*] [*] 43544 [*] [*] [*] [*] [*] [*] 1 [*] [*] 44377 [*] [*] [*] [*] [*] [*] 1 [*] [*] 44378 [*] [*] [*] [*] [*] [*] 1 [*] [*] 43542 [*] [*] [*] [*] [*] [*] 1 [*] [*] 43543 [*] [*] [*] [*] [*] [*] 1 [*] [*] 44379 [*] [*] [*] [*] [*] [*] 1 [*] [*] 44380 [*] [*] [*] [*] [*] [*] 1 [*] [*] 43545 [*] [*] [*] [*] [*] [*] 1 [*] [*] 43546 [*] [*] [*] [*] [*] [*] 1 [*] [*] 43547 [*] [*] [*] [*] [*] [*] 1 [*] [*] 43548 [*] [*] [*] [*] [*] [*] 1 [*] [*] 42721 [*] [*] [*] [*] [*] [*] 1 [*] [*] 42722 [*] [*] [*] [*] [*] [*] 1 [*] [*] 61206 [*] [*] [*] [*] [*] [*] 1 [*] [*] 43538 [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] Total: 19 * Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under

the Securities Exchange Act of 1934, as amended.

Supplemental Agreement No. 8FED-PA-03712 62134, 87796.TXT Boeing Proprietary

Airframe Model/MTOW: 767-300F 408000 pounds

Engine Model/Thrust: CF6-80C2B6F 60200 pounds

Airframe Price: [*]

Optional Features: [*]

Sub-Total of Airframe and Features: [*]

Engine Price (Per Aircraft): [*]

Aircraft Basic Price (Excluding BFE/SPE): [*]

Buyer Furnished Equipment (BFE) Estimate: [*]

Seller Purchased Equipment (SPE) Estimate: [*]

Deposit per Aircraft: [*]

Detail Specification: D019T002-K dated April 30, 2011

Airframe Price BaseYear/Escalation Formula: [*] ECI-MFG/CPI

Engine Price Base Year/EscalationFormula:

[*] GE CF6-80 & GE90 (99 rev.)

Airframe Escalation Data:

Base Year Index (ECI): [*]

Base Year Index (CPI): [*]

Engine Escalation Data:

Base Year Index (CPI): [*]

Table 1-B ToPurchase Agreement No. 3712

Aircraft Delivery, Description, Price and Advance PaymentsExercised Option Aircraft

Escalation Escalation Escalation Estimate Advance Payment Per Aircraft (Amts. Due/Mos. Prior to Delivery):

Delivery Date Number of

Aircraft Factor

(Airframe) Factor

(Engine) Block MSN Adv Payment Base

Price Per A/P At Signing

1% 24 Mos.

4% 21/18/12/9/6 Mos.

5% Total 30%

[*] 1 [*] [*] Block C 61205 [*] [*] [*] [*] [*] [*] 1 [*] [*] Block C 43549 [*] [*] [*] [*] [*] [*] 1 [*] [*] Block C 43551 [*] [*] [*] [*] [*] [*] 1 [*] [*] Block B # 43630 [*] [*] [*] [*] [*] [*] 1 [*] [*] Block C 43552 [*] [*] [*] [*] [*] [*] 1 [*] [*] Block B # 43631 [*] [*] [*] [*] [*] [*] 1 [*] [*] Block B # 43632 [*] [*] [*] [*] [*] [*] 1 [*] [*] Block C 43553 [*] [*] [*] [*] [*] [*] 1 [*] [*] Block C 43554 [*] [*] [*] [*] [*] [*] 1 [*] [*] Block B # 43633 [*] [*] [*] [*] [*] [*] 1 [*] [*] Block C [*] [*] [*] [*] [*] [*] 1 [*] [*] Block C [*] [*] [*] [*] [*] [*] 1 [*] [*] Block C [*] [*] [*] [*] [*] [*] 1 [*] [*] Block C [*] [*] [*] [*] [*] [*] 1 [*] [*] Block C [*] [*] [*] [*] [*] [*] 1 [*] [*] Block C [*] [*] [*] [*] [*]

16 # The Determination Date has passed and the special provision pursuant to Letter Agreement 6-1162-SCR-146R1 , Special Provision - Block B and Block G

Aircraft , has expired.* Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under

the Securities Exchange Act of 1934, as amended.

Supplemental Agreement No. 8FED-PA-03712 57361, 87796 Boeing Proprietary Page 1

Airframe Model/MTOW: 767-300F 40,8000 pounds

Engine Model/Thrust: CF6-80C2B6F 60,200 pounds

Airframe Price: [*]

Optional Features: [*]

Sub-Total of Airframe and Features: [*]

Engine Price (Per Aircraft): [*]

Aircraft Basic Price (Excluding BFE/SPE): [*]

Buyer Furnished Equipment (BFE) Estimate: [*]

Seller Purchased Equipment (SPE) Estimate: [*]

Deposit per Aircraft: [*]

Detail Specification: D019T002FED63F-1, Rev D dated March 26, 2015

Airframe Price Base Year/EscalationFormula: [*] ECI-MFG/CPI

Engine Price Base Year/EscalationFormula:

[*] GE CF6-80 & GE90 (99 rev.)

Airframe Escalation Data:

Base Year Index (ECI): [*]

Base Year Index (CPI): [*]

Engine Escalation Data:

Base Year Index (CPI): [*]

Attachment 1 toLetter Agreement No. FED-PA-03712-LA-1106156R2

Option Aircraft Delivery, Description, Price and Advance Payments

Delivery Date

Number of

Aircraft

Escalation Factor

(Airframe)

EscalationFactor

(Engine)

Escalation EstimateAdv Payment Base

Price Per A/P

Advance Payment Per Aircraft (Amts. Due/Mos. Prior to Delivery):

At Signing 1% 24 Mos. 4% 21/18/12/9/6 Mos. 5% Total 30%

[*] 1 [*] [*] [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] [*] 1 [*] [*] [*] [*] [*] [*] [*] Total: 35 * Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under

the Securities Exchange Act of 1934, as amended. FED-PA-03712-LA-1106156R2 Supplemental Agreement No. 873706, 88398-1O.TXT Attachment 1, Revised June 2016

Boeing Proprietary Page 1

Airframe Model/MTOW: 767-300F 408,000 pounds

Engine Model/Thrust: CF6-80C2B6F 60,200 pounds

Airframe Price: [*]

Optional Features: [*]

Sub-Total of Airframe and Features: [*]

Engine Price (Per Aircraft): [*]

Aircraft Basic Price (Excluding BFE/SPE): [*]

Buyer Furnished Equipment (BFE) Estimate: [*]

Seller Purchased Equipment (SPE) Estimate: [*]

Deposit per Aircraft: [*]

Detail Specification: D019T002FED63F-1, Rev D dated March 26, 2015

Airframe Price Base Year/EscalationFormula: [*] ECI-MFG/CPI

Engine Price Base Year/EscalationFormula:

[*] GE CF6-80 & GE90 (99 rev.)

Airframe Escalation Data:

Base Year Index (ECI): [*]

Base Year Index (CPI): [*]

Engine Escalation Data:

Base Year Index (CPI): [*]

Attachment 3 toLetter Agreement No. FED-PA-03712-LA-1106156R2

[*]

[*]

Notes:

(i) FED Customer Fiscal Year June 1 – May 31(ii) See paragraph 6.2 of Letter Agreement FED-PA-03712-LA-1106156R2 for [*](iii) [*]

[*]

* Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 underthe Securities Exchange Act of 1934, as amended.

FED-PA-03712-LA-1106156R2 SA-8Option Aircraft, Attachment 3, Revised June 2016 Page 1

BOEING PROPRIETARY

Attachment 4 toLetter Agreement No. FED-PA-03712-LA-1106156R2Firm Aircraft and Option Aircraft Delivery Schedule

[*]

Notes:

(i) FY: FED Customer Fiscal Year June 1 - May 31(ii) Customer has the right to purchase forty-four (44) Purchase Right Aircraft for delivery through [*] * Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under

the Securities Exchange Act of 1934, as amended. FED-PA-03712-LA-1106156R2 SA-8Option Aircraft, Attachment 4, Revised June 2016 Page 1

BOEING PROPRIETARY

The Boeing CompanyP.O. Box 3707Seattle, WA 98124-2207

FED-PA-03712-LA-1106158 R3

Federal Express Corporation3610 Hacks CrossMemphis, TN 38125 Subject: Right to Purchase Additional Aircraft

Reference:

Purchase Agreement No. 3712 ( Purchase Agreement ) between The Boeing Company ( Boeing ) and Federal Express Corporation ( Customer )relating to Model 767-3S2F aircraft ( Aircraft )

This letter agreement ( Letter Agreement ) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedesFED-PA-03712-LA-1106158 R2 in its entirety . All terms used but not defined in this Letter Agreement shall have the same meaning as in the PurchaseAgreement.

1. Right to Purchase Incremental Aircraft .

Subject to the terms and conditions contained herein, Customer will have the right to purchase ( Purchase Right ) forty-four (44) additional BoeingModel 767-3S2F aircraft as purchase right aircraft ( Purchase Right Aircraft ).

2. Delivery .

The Purchase Right Aircraft delivery positions are [*].

3. Configuration .

The configuration for the Purchase Right Aircraft will be the Detail Specification for Model 767-3S2F aircraft at the revision level in effect at the time of theSupplemental Agreement. Such Detail Specification will be revised to include (i) changes required to obtain required regulatory certificates and (ii) other changesas mutually agreed upon by Boeing and Customer.

4. Price .

4.1 The Airframe Price, Engine Price, Optional Features Prices, and Aircraft Basic Price for the Purchase Right Aircraft shall remain in base year [*] andsuch prices will be subject to escalation to the scheduled delivery date of the Purchase Right Aircraft. * Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under

the Securities Exchange Act of 1934, as amended. FED-PA-03712-LA-1106158 R3 SA-8Right to Purchase Additional Aircraft Page 1

BOEING PROPRIETARY

4.2 Subject to the provisions of Letter Agreement FED-PA-03712-LA-1106151R2 “ Special Matters Concerning [*] – Option Aircraft and Certain Purchase

Right Aircraft ” , the Airframe Price, Engine Price, Optional Features Prices, and Aircraft Basic Price for each of the Purchase Right Aircraft will be adjusted forescalation in accordance with the Purchase Agreement.

4.3 The Advance Payment Base Price for each exercised Purchase Right Aircraft shall be developed in accordance with the terms of the Purchase Agreementand determined at the time of Supplemental Agreement.

5. Payment .

At Supplemental Agreement for the Purchase Right Aircraft, advance payments will be payable as specified in the Purchase Agreement. The remainder ofthe Aircraft Price for the Purchase Right Aircraft will be paid at the time of delivery.

6. Notice of Exercise and Payment of Deposit .

6.1 Customer may exercise a Purchase Right by giving written notice ( Notice of Exercise ) to Boeing. All Purchase Right aircraft must be exercised fordelivery no later than [*]. Such Notice of Exercise shall be accompanied by payment, by electronic transfer to the account specified below, in accordance with thePurchase Agreement. Such amount will be the initial advance payment due at execution of the Supplemental Agreement.

[*]

6.2 The parties agree that Purchase Right Aircraft, once exercised, will be added to Table 1-C of the Purchase Agreement.

7. Supplemental Agreement .

Following Customer’s exercise of a Purchase Right in accordance with the terms and conditions stated herein [*], the parties will sign a supplementalagreement for the purchase of such Purchase Right Aircraft ( Supplemental Agreement ) within thirty (30) calendar days of such exercise ( Purchase RightExercise ). The Supplemental Agreement will include the provisions then contained in the Purchase Agreement as modified to reflect the provisions of this LetterAgreement and any additional mutually agreed terms and conditions. * Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under

the Securities Exchange Act of 1934, as amended. FED-PA-03712-LA-1106158 R 3 SA-8Right to Purchase Additional Aircraft Page 2

BOEING PROPRIETARY

8. [*]

[*]

9. General Expiration of Rights .

Each Purchase Right shall expire at the time of execution of the Supplemental Agreement for the applicable Purchase Right Aircraft, or, if no suchSupplemental Agreement is executed, on [*].

10. Confidential Treatment .

Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each ofCustomer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure ofthe contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any otherperson or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms andconditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisorsunder a duty of confidentiality with respect thereto, and as required by law. * Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under

the Securities Exchange Act of 1934, as amended. FED-PA-03712-LA-1106158 R 3 SA-8Right to Purchase Additional Aircraft Page 3

BOEING PROPRIETARY

Very truly yours,

THE BOEING COMPANY

By /s/ L. Kirsten Jensen

Its Attorney-In-Fact

ACCEPTED AND AGREED TO this

Date: June 10, 2016

FEDERAL EXPRESS CORPORATION

By /s/ Phillip C. Blum

Its Vice President Aircraft Acquisition FED-PA-03712-LA-1106158 R 3 SA-8Right to Purchase Additional Aircraft Page 4

BOEING PROPRIETARY

The Boeing CompanyP.O. Box 3707Seattle, WA 98124-2207

FED-PA-03712-LA-1106614 R2

Federal Express Corporation3610 Hacks Cross RoadMemphis, TN 38125 Subject: Special Matters for Purchase Right Aircraft

Reference:

Purchase Agreement No. PA-3712 ( Purchase Agreement ) between The Boeing Company ( Boeing ) and Federal Express Corporation (Customer ) relating to Model 767-3S2F aircraft ( Aircraft )

This letter agreement ( Letter Agreement ) cancels and supersedes Letter Agreement FED-PA-03712-LA-1106614 R1 and amends and supplements the PurchaseAgreement. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. The credit memorandum providedfor in this Letter Agreement will be applicable to exercised Purchase Right Aircraft only ( Exercised Purchase Right Aircraft ), as described in letter agreementFED-PA-03712-LA-1106158 R3, Right to Purchase Additional Aircraft .

1. Credit Memoranda .

[*]

2. Escalation of Credit Memoranda .

Unless otherwise noted, the amounts of the Credit Memoranda stated in Paragraphs 1.1 through 1.5 are in [*] base year dollars and will be escalated to thescheduled month of the respective Exercised Purchase Right Aircraft delivery pursuant to the Airframe Escalation formula set forth in the Purchase Agreementapplicable to the Exercised Purchase Right Aircraft. The Credit Memoranda may, at the election of Customer, be [*].

3. [*]

[*] * Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under

the Securities Exchange Act of 1934, as amended. FED-PA-03712-LA-1106614 R2 SA-8Special Matters for Purchase Right Aircraft Page 1

BOEING PROPRIETARY

4. Assignment .

Unless otherwise noted herein, the Credit Memoranda described in this Letter Agreement are provided as a financial accommodation to Customer and inconsideration of Customer’s taking title to the Exercised Purchase Right Aircraft at time of delivery and becoming the operator of the Exercised Purchase RightAircraft. This Letter Agreement cannot be assigned, in whole or in part, without the prior written consent of Boeing, which will not be unreasonably withheld.

5. Confidentiality

Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each ofCustomer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure ofthe contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any otherperson or entity without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms andconditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisorsunder a duty of confidentiality with respect hereto, and as required by law.

Very truly yours, THE BOEING COMPANY

By /s/ L. Kirsten Jensen

Its Attorney-In-Fact

ACCEPTED AND AGREED TO this

Date: June 10, 2016

FEDERAL EXPRESS CORPORATION

By /s/ Phillip C. Blum

Its Vice President FED-PA-03712-LA-1106614 R 2 SA-8Special Matters for Purchase Right Aircraft Page 2

BOEING PROPRIETARY

The Boeing CompanyP.O. Box 3707Seattle, WA 98124-2207

6-1162-LKJ-0728

Federal Express Corporation3610 Hacks Cross RoadMemphis, TN 38125 Subject: Special Matters – SA-8 Early Exercise Aircraft

Reference:

(a) Purchase Agreement No. PA-3712 ( Purchase Agreement ) between The Boeing Company ( Boeing ) and Federal Express Corporation (Customer ) relating to Model 767-3S2F aircraft ( Aircraft )

(b) Letter Agreement FED-PA-03712-LA-1106156R2, Option Aircraft

(c) Letter Agreement FED-PA-03712-LA-1106177R1, [*]

This letter agreement ( Letter Agreement ) amends and supplements the Purchase Agreement. All terms used but not defined in this Letter Agreement have thesame meaning as in the Purchase Agreement.

1. Background .

Supplemental Agreement No. 8 to the Purchase Agreement provides for, in part, Customer’s exercise of its option to purchase six (6) Option Aircraft with deliverymonths as set forth below (SA-8 Early Exercise Aircraft) in advance of the Option Exercise Date for such Option Aircraft pursuant to the provisions of paragraph6.1 of the reference (b) Letter Agreement (Early Exercise) .

Delivery Month & Yearfor SA-8 Early Exercise

Aircraft[*][*][*][*][*][*]

* Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under

the Securities Exchange Act of 1934, as amended. 6-1162-LKJ-0728 SA-8Special Matters – SA-8 Early Exercise Aircraft Page 1

BOEING PROPRIETARY

2. Credit Memoranda . [*]

3. [*] [*]

4. Assignment .

The credit memoranda described in this Letter Agreement are provided as a financial accommodation to Customer in consideration of Customer becoming thebuyer of the Aircraft and cannot be assigned in whole or, in part.

5. Confidential Treatment .

Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customerand Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of thecontents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person orentity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms and conditionsherein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty ofconfidentiality with respect thereto, and as required by law. * Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under

the Securities Exchange Act of 1934, as amended. 6-1162-LKJ-0728 SA-8Special Matters – SA-8 Early Exercise Aircraft Page 2

BOEING PROPRIETARY

Very truly yours, THE BOEING COMPANY

By /s/ L. Kirsten Jensen

Its Attorney-In-Fact

ACCEPTED AND AGREED TO this

Date: June 10, 2016

FEDERAL EXPRESS CORPORATION

By /s/ Phillip C. Blum

Its Vice President 6-1162-LKJ-0728 SA-8Special Matters – SA-8 Early Exercise Aircraft Page 3

BOEING PROPRIETARY

Exhibit 10.13

FEC 07-02255-032

Supplemental Agreement No. 25

to

Purchase Agreement No. 3157

between

The Boeing Company

And

Federal Express Corporation

Relating to Boeing Model 777-FREIGHTER Aircraft

THIS SUPPLEMENTAL AGREEMENT No. 25, entered into as of the 10th day of June 2016, by and between THE BOEING COMPANY (Boeing) andFEDERAL EXPRESS CORPORATION (Customer);

W I T N E S S E T H :

A. WHEREAS, the parties entered into that certain Purchase Agreement No. 3157, dated November 7, 2006 ( Purchase Agreement ), relating to thepurchase and sale of certain Boeing Model 777-FREIGHTER Aircraft ( Aircraft );

B. WHEREAS, Customer desires to reschedule the delivery month of four (4) Option Aircraft under Letter Agreement 6-1162-RRO-1062, Option Aircraft ,to the Purchase Agreement as shown in the table below:

Existing DeliveryMonths of Option

Aircraft

Revised DeliveryMonths of Option

Aircraft[*] [*][*] [*][*] [*][*] [*]

C. WHEREAS, Boeing and Customer desire to acknowledge that one (1) Block B [*] Aircraft having a scheduled month of delivery of [*] in accordancewith the terms of Letter Agreement 6-1162-RRO-1068, Special Provision – Block B Aircraft , due to the [*] provision therein as it relates to such Block B Aircraft. * Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under

the Securities Exchange Act of 1934, as amended. P.A. No. 3157 1 SA 25

BOEING PROPRIETARY

NOW THEREFORE, in consideration of the mutual covenants herein contained, the parties hereto agree to supplement the Purchase Agreement as follows:

All terms used herein and in the Purchase Agreement, and not defined herein, shall have the same meaning as in the Purchase Agreement.

1. Remove and replace, in its entirety, the “Table of Contents” with the revised Table of Contents, attached hereto, to reflect the changes made by thisSupplemental Agreement No. 25.

2. Remove and replace, in its entirety, “Table 1-A”, with the revised Table 1-A, attached hereto, revised to reflect the addition of one (1) Block B Aircrafthaving a scheduled month of delivery [*] as a firm Block B Aircraft.

3. Remove and replace, in its entirety, “Table 1-B”, with the revised Table 1-B, attached hereto, revised to reflect the removal of one (1) Block B conditionalfirm Aircraft having a scheduled month of delivery [*].

4. The Option Aircraft described in Recital Paragraph B are hereby rescheduled as set forth in Recital Paragraph B. Remove and replace, in its entirety, theAttachment to Letter Agreement 6-1162-RRO-1062, Option Aircraft , with a revised Attachment, attached hereto, to reflect such rescheduling of OptionAircraft. Boeing and Customer acknowledge and agree that the rescheduling of the Option Aircraft herein is not made pursuant to [*], and accordingly, forthe avoidance of doubt [*]. Boeing and Customer further agree that the Option Aircraft described in Recital Paragraph B will retain the [*].

5. Boeing and Customer agree that as a result of the changes incorporated in this Supplemental Agreement No. 25, Customer [*].

6. This Supplemental Agreement No. 25 to the Purchase Agreement shall not be effective unless (i) executed and delivered by the parties on or prior toJune 15, 2016 and (ii) Customer and Boeing execute and deliver Supplemental Agreement No. 8 to Purchase Agreement No. 3712 on or before June 15,2016.

* Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under

the Securities Exchange Act of 1934, as amended. P.A. No. 3157 2 SA-25

BOEING PROPRIETARY

EXECUTED as of the day and year first above written. THE BOEING COMPANY FEDERAL EXPRESS CORPORATION

By: /s/ L. Kirsten Jensen By: /s/ Phillip C. Blum

Its: Attorney-In-Fact Its: Vice President P.A. No. 3157 3 SA-25

BOEING PROPRIETARY

TABLE OF CONTENTS ARTICLES

SA NUMBER

1. Quantity, Model and Description 2. Delivery Schedule 3. Price 4. Payment 5. Miscellaneous

TABLE

1. Aircraft Information Table 15 1A Block B Firm Aircraft Information Table 25 1B Block B Conditional Firm Aircraft Information Table 25 1C Block C Aircraft Information Table 13 1C1 Block C Aircraft Information Table (MSN 39285) 11 1C2 Block C Aircraft Information Table 20 1D Block D Aircraft Information Table 20

EXHIBIT

A. Aircraft Configuration 4 A1. Aircraft Configuration (Block B Aircraft) 4 A2. Aircraft Configuration (Block C Aircraft except MSN 39285) 11 A3. Aircraft Configuration (Block C Aircraft w/ MSN 39285) 11 A4. Aircraft Configuration (Block D Aircraft) 12

B. Aircraft Delivery Requirements and Responsibilities

SUPPLEMENTAL EXHIBITS

AE1. Escalation Adjustment/Airframe and Optional Features CS1. Customer Support Variables EE1. Engine Escalation/Engine Warranty and Patent Indemnity SLP1. Service Life Policy Components

P.A. No. 3157 4 SA-25

BOEING PROPRIETARY

LETTER AGREEMENT SA

NUMBER

3157-01 777 Spare Parts Initial Provisioning 3157-02 Demonstration Flight Waiver 6-1162-RCN-1785 Demonstrated Compliance 6-1162-RCN-1789 Option Aircraft Attachment to Letter 6-1162-RCN-1789 Exercised in SA # 46-1162-RCN-1790 Special Matters 6-1162-RCN-1791 Performance Guarantees 46-1162-RCN-1792 Liquidated Damages Non-Excusable Delay 6-1162-RCN-1793 Open Configuration Matters 6-1162-RCN-1795 AGTA Amended Articles 6-1162-RCN-1796 777 First-Look Inspection Program 6-1162-RCN-1797 Licensing and Customer Supplemental Type Certificates 6-1162-RCN-1798 777 Boeing Converted Freighter Deleted in SA # 46-1162-RCN-1798 R1 777 Boeing Converted Freighter 46-1162-RCN-1799R1 [*] 246-1162-RRO-1062 Option Aircraft 4

Attachment to Letter 6-1162-RRO-1062 256-1162-RRO-1065 Performance Guarantees for Block B Aircraft 46-1162-RRO-1066R1 Special Matters for Block B Aircraft 22

Special Matters for Option Aircraft detailed in Letter Agreement 6-1162-RRO-1062 46-1162-RRO-1068 Special Provision – Block B Aircraft 4FED-PA-LA-1000790R3 Special Matters for Block C Aircraft 20FED-PA-LA-1001683R2 Special Matters for Block D Aircraft 196-1162-RRO-1144R7 [*] as related to SAs #8, #13 through #16, SA # 18 through SA #20 206-1162-SCR-137 777F Miscellaneous Matters 206-1162-SCR-154 [*] Letter 226-1162-SCR-155 [*] Engine Hard Mount Letter 22 * Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under

the Securities Exchange Act of 1934, as amended. P.A. No. 3157 5 SA-25

BOEING PROPRIETARY

LETTER AGREEMENT (Con’t) SA

NUMBER

6-1162-SCR-186 [*], Non-Isolated Engine Mounts Letter 236-1162-SCR-193 [*] Matters 236-1162-LKJ-0726 [*] SA-24 Accelerated Block B Aircraft 24 SUPPLEMENTAL AGREEMENTS DATED AS OF:

Supplemental Agreement No. 1 May 12, 2008

Supplemental Agreement No. 2 July 14, 2008

Supplemental Agreement No. 3 December 15, 2008

Supplemental Agreement No. 4 January 9, 2009

Supplemental Agreement No. 5 January 11, 2010

Supplemental Agreement No. 6 March 17, 2010

Supplemental Agreement No. 7 March 17, 2010

Supplemental Agreement No. 8 April 30, 2010

Supplemental Agreement No. 9 June 18, 2010

Supplemental Agreement No. 10 June 18, 2010

Supplemental Agreement No. 11 August 19, 2010

Supplemental Agreement No. 12 September 3, 2010

Supplemental Agreement No. 13 August 27, 2010

Supplemental Agreement No. 14 October 25, 2010

Supplemental Agreement No. 15 October 29, 2010

Supplemental Agreement No. 16 January 31, 2011

Supplemental Agreement No. 17 February 14, 211

Supplemental Agreement No. 18 March 31, 2011 * Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under

the Securities Exchange Act of 1934, as amended. P.A. No. 3157 6 SA-25

BOEING PROPRIETARY

SUPPLEMENTAL AGREEMENTS (Con’t) DATED AS OF:

Supplemental Agreement No. 19 October 27, 2011

Supplemental Agreement No. 20 December 14, 2011

Supplemental Agreement No. 21 June 29, 2012

Supplemental Agreement No. 22 December 11, 2012

Supplemental Agreement No. 23 December 10, 2013

Supplemental Agreement No. 24 May 4 , 2016

Supplemental Agreement No. 25 , 2016 P.A. No. 3157 7 SA-25

BOEING PROPRIETARY

Table 1-A to Purchase Agreement No. 3157Aircraft Delivery, Description, Price and Advance Payments

Block B Firm

Escalation Escalation Estimate Advance Payment Per Aircraft (Amts. Due/Mos. Prior to Delivery):Delivery Number of Factor Adv Payment Base At Signing 24 Mos. 21/18/15/12/9/6 Mos. Total

Date Aircraft (Airframe) MSN Price Per A/P 1% 4% 5% 35%[*] 1 [*] [*] [*] [*] [*] [*] [*][*] 1 [*] [*] [*] [*] [*] [*] [*][*] 1 [*] [*] [*] [*] [*] [*] [*][*] 1 [*] [*] [*] [*] [*] [*] [*]

Total:

4

# SA-24 Accelerated Block B Aircraft. [*] for the SA-24 Accelerated Block B Aircraft are subject to LetterAgreement 6-1162-LKJ-0726.

NOTES: [*]

* Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 underthe Securities Exchange Act of 1934, as amended.

APR No. 62654, 79650 BOEING PROPRIETARY Supplemental Agreement No. 25

Airframe Model/MTOW: 777-Freighter 766000 pounds

Engine Model/Thrust: GE90-110B1L 110000 pounds

Airframe Price: [*]

Optional Features: [*]

Sub-Total of Airframe and Features: [*]

Engine Price (Per Aircraft): [*]

Aircraft Basic Price (Excluding BFE/SPE): [*]

Buyer Furnished Equipment (BFE) Estimate: [*]

Seller Purchased Equipment (SPE) Estimate: [*]

Non-Refundable Deposit/Aircraft at Def Agreement: [*]

Detail Specification: D019W007FED7F-1, Rev G dated July 25, 2012

Airframe Price Base Year/EscalationFormula: [*] ECI-MFG/CPI

Engine Price Base Year/Escalation Formula: N/A N/A

Airframe Escalation Data:

Base Year Index (ECI): [*]

Base Year Index (CPI): [*]

Table 1-B to Purchase Agreement No. 3157Aircraft Delivery, Description, Price and Advance Payments

Block B Conditional Firm

Escalation Escalation Estimate Advance Payment Per Aircraft (Amts. Due/Mos. Prior to Delivery):Delivery Number of Factor Adv Payment Base At Signing 24 Mos. 21/18/15/12/9/6 Mos. Total

Date Aircraft (Airframe) MSN Price Per A/P 1% 4% 5% 35%[*] 1 [*] [*] [*] [*] [*] [*] [*][*] 1 [*] [*] [*] [*] [*] [*] [*][*] 1 [*] [*] [*] [*] [*] [*] [*][*] 1 [*] [*] [*] [*] [*] [*] [*][*] 1 [*] [*] [*] [*] [*] [*] [*][*] 1 [*] [*] [*] [*] [*] [*] [*][*] 1 [*] [*] [*] [*] [*] [*] [*]

Total: 7 * Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under

the Securities Exchange Act of 1934, as amended. APR 50270 Supplemental Agreement #25

Boeing Proprietary Page 1

Airframe Model/MTOW: 777-Freighter 766000 pounds

Engine Model/Thrust: GE90-110B1L 110000 pounds

Airframe Price: [*]

Optional Features: [*]

Sub-Total of Airframe and Features: [*]

Engine Price (Per Aircraft): [*]

Aircraft Basic Price (Excluding BFE/SPE): [*]

Buyer Furnished Equipment (BFE) Estimate: [*]

Seller Purchased Equipment (SPE) Estimate: [*]

Non-Refundable Deposit/Aircraft at Def Agreemt: [*]

Detail Specification: D019W007FED7F-1, Rev E dated August 29, 2011

Airframe Price Base Year/Escalation Formula: [*] ECI-MFG/CPI

Engine Price Base Year/Escalation Formula: N/A N/A

Airframe Escalation Data:

Base Year Index (ECI): [*]

Base Year Index (CPI): [*]

Attachment toLetter 6-1162-RR0-1062

Option Aircraft Delivery, Description, Price and Advance Payments

Advance Payment Per Aircraft (Amts. Due/Mos. Prior to Delivery):

Delivery Number of Escalation

Factor Escalation EstimateAdv Payment Base

Balance At OptionExercise 24 Mos. 21/18/15/12/9/6 Mos. Total

Date Aircraft (Airframe)# Price Per A/P 1% 4% 5% 35%[*] [*] [*] [*] [*] [*] [*] [*][*] [*] [*] [*] [*] [*] [*] [*][*] [*] [*] [*] [*] [*] [*] [*][*] [*] [*] [*] [*] [*] [*] [*][*] [*] [*] [*] [*] [*] [*] [*][*] [*] [*] [*] [*] [*] [*] [*][*] [*] [*] [*] [*] [*] [*] [*][*] [*] [*] [*] [*] [*] [*] [*][*] [*] [*] [*] [*] [*] [*] [*]

Total: 11 # The Escalation Factor for the Option Aircraft will be adjusted to Boeing’s then current forecasts for such elements as of the date of the amendment to the

definitive agreement to add the exercised Option Aircraft as an Aircraft.

* Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 underthe Securities Exchange Act of 1934, as amended.

FED Supplemental Agreement No. 2350271-1O.TXT BOEING PROPRIETARY Page 1

Airframe Model/MTOW: 777-Freighter 766000 pounds

Engine Model/Thrust: GE90-110B1L 110100 pounds

Airframe Price: [*]

Optional Features: [*]

Sub-Total of Airframe and Features: [*]

Engine Price (Per Aircraft): [*]

Aircraft Basic Price (Excluding BFE/SPE): [*]

Buyer Furnished Equipment (BFE) Estimate: [*]

Seller Purchased Equipment (SPE) Estimate: [*]

Deposit/Aircraft at Def Agreemt: [*]

Detail Specification: D019W007FED7F-1 Rev E dated August 29, 2011

Airframe Price Base Year/Escalation Formula: [*] ECI-MFG/CPI

Engine Price Base Year/Escalation Formula: N/A N/A

Airframe Escalation Data:

Base Year Index (ECI): [*]

Base Year Index (CPI): [*]

Forecast: 2Q08

Exhibit 10.14

07-0987-000

EIGHTH AMENDMENT

to the

COMPOSITE LEASE AGREEMENT

By and Between

MEMPHIS-SHELBY COUNTY AIRPORT AUTHORITY

and

FEDERAL EXPRESS CORPORATION

Effective as of April 1, 2017

EIGHTH AMENDMENTTO THE COMPOSITE LEASE AGREEMENT

This EIGHTH Amendment is made and entered into as of the 29th day of July 2016, by and between MEMPHIS-SHELBY COUNTY AIRPORTAUTHORITY (herein referred to as “Authority”), a body politic and corporate, organized and existing under the laws of the State of Tennessee, and FEDERALEXPRESS CORPORATION (herein referred to as “Tenant”), a corporation duly organized and existing under the laws of the State of Delaware.

W I T N E S S E T H:

WHEREAS Authority and Tenant executed an instrument entitled “Composite Lease Agreement” with an effective date of January 1, 2007 (that instrument,as previously amended by First Amendment to the Composite Lease Agreement intended to be effective as of September 1, 2008; by Second Amendment to theComposite Lease Agreement intended to be effective as of June 1, 2009; by Third Amendment to the Composite Lease Agreement intended to be effective as ofJuly 1, 2009; by Fourth Amendment to the Composite Lease Agreement intended to be effective as of December 15, 2011; by Fifth Amendment to the CompositeLease Agreement intended to be effective as of January 1, 2013; by Sixth Amendment to the Composite Lease intended to be effective July 1, 2014; by SeventhAmendment to the Composite Lease intended to be effective April 1, 2016; collectively referred to herein as the “Composite Lease Agreement”); and

WHEREAS Authority and Tenant intended the Composite Lease Agreement to represent each of 23 separate lease agreements between the parties (laterincreased to 27) and showed the differences among the 23 (later 27 leases) by attaching to the Composite Lease Agreement as EXHIBIT “A” , a schedule thatidentified each parcel of real property Authority leased to Tenant, the portion of the Term (as defined in the Composite Lease Agreement) during which the lease ofeach parcel will be in effect, and the rent that Tenant pays to Authority for each parcel; and

WHEREAS the parties wish to amend the Composite Lease Agreement to add Parcel 30 (i.e. 3505 Tchulahoma Road, Memphis, TN) effective April 1, 2017and Parcel 31 (i.e. 3318 Winchester Road, Memphis, TN) effective September 1, 2017.

2

NOW, THEREFORE, for and in consideration of the promises, covenants and agreements hereinafter contained to be kept and performed by the partieshereto and upon the provisions and conditions hereinafter set forth, Authority and Tenant do hereby covenant and agree as follows:

SECTION 1. Definitions . Except as otherwise provided herein, and unless the context shall clearly require otherwise, all words and terms used in thisEighth Amendment that are defined in the Composite Lease Agreement, the Special Facility Ground Lease Agreement and the Special Facility Lease Agreementshall have the respective meanings given to them in each agreement for all purposes of this Eighth Amendment.

SECTION 2. Modification of Composite Lease and Applicable Rent . The parties amend the Composite Lease Agreement to reflect the addition of Parcels30 and 31, as described in the attached survey and legal description and shown on EXHIBIT “B” . As of the Effective Date, the parties incorporate the attachedsurvey and legal description of Parcels 30 and 31 to be part of EXHIBIT “A” to the Composite Lease Agreement and the parties substitute the table attached to thisAmendment for the table included as part of EXHIBIT “A” to the Composite Lease Agreement. The substitution of that table will accomplish the following:

(a) Effective on the earlier of the Parcel 30 “Substantial Completion Date” (as defined in Section 4 below) or April 1, 2018, the annual rent will be increasedby an amount equal to the product achieved by multiplying the area of Parcel 30’s unimproved ground (i.e., 64,702 square feet) by $0.2077 per square foot,improved ground (i.e. 58,810 square feet) by $.2597 per square feet and the building (i.e. 38,345 square feet) by $2.85 per square feet.

(b) Effective on the earlier of the Parcel 31 Substantial Completion Date or September 1, 2018, the annual rent will be increased by an amount equal to theproduct achieved by multiplying the area of Parcel 31’s unimproved ground (i.e. 164,498 square feet) by $0.2077 per square foot, improved ground (i.e.196,782 square feet) by $.2597 per square feet and the building (i.e. 113,461 square feet) by $2.85 per square feet.

(c) The rent, as adjusted in accordance with the foregoing, will continue to be subject to adjustment in accordance with the terms of Section 2.03(a)(i) of theComposite Lease Agreement.

3

SECTION 3. Removal of Equipment (a) Prior to April 1, 2017, Authority shall remove from Parcel 30 all items listed on EXHIBIT “C” at Authority’s soleexpense.

(b) Prior to September 1, 2017, Authority shall remove from Parcel 31 all items listed on EXHIBIT “C” at Authority’s sole expense.

SECTION 4. Improvements by Tenant (a) Effective April 1, 2017, Authority hereby grants to Tenant for use by Tenant and its servants, agents, employeesand independent contractors working on or in connection with Tenant’s alterations of the improvements located on Parcel 30 making them suitable for Tenant’s use(Tenant’s alteration work on Parcel 30 and Parcel 31 as outlined in Section 4(b) below are both referred to herein as “Tenant’s Work”) all necessary or appropriaterights of reasonable access, ingress and egress to and from Parcel 30, and the right to do all such other things as may be incidental to Tenant’s Work. Tenant shallobtain, at Tenant’s sole expense, all certificates and approvals relating to Tenant’s Work. As part of Tenant’s Work on Parcel 30, Tenant shall make allimprovements to Parcel 30 as shown on “EXHIBIT D” at no cost to Authority.

(b) Effective September 1, 2017, Authority hereby grants to Tenant for use by Tenant and its servants, agents, employees and independent contractors working onor in connection with Tenant’s Work all necessary or appropriate rights of reasonable access, ingress and egress to and from Parcel 31, and the right to do all suchother things as may be incidental to Tenant’s Work. Tenant shall obtain, at Tenant’s sole expense, all certificates and approvals relating to Tenant’s Work.

(c) The Substantial Completion Date shall be defined as that date on which Tenant has secured a certificate of occupancy (the “Certificate of Occupancy”)permitting Tenant’s lawful occupancy of the improvements. The requirement for securing a Certificate of Occupancy may be satisfied by securing a temporary orconditional certificate of occupancy so long as the condition of the improvements in the absence of those items of construction that Tenant must complete as acondition to the issuance of a final, unrestricted certificate of occupancy is adequate for the conduct of Tenant’s business on the premises. Tenant’s Work andrelated activity during the period before the Substantial Completion Date shall not be considered the commencement of beneficial use of the premises by Tenant.However, the terms and conditions

4

of the Composite Lease, including, without limitation, the commercial liability insurance provisions shall apply to and be effective during such period of occupancyor access to the premises by Tenant, except for Tenant’s obligation to pay rent as provided in Section 2.03. Authority shall provide for a policy of special formproperty insurance from April 1, 2017 until the Substantial Completion Date of improvements to Parcels 30 and 31 at no cost to Tenant. Tenant’s obligation toprovide for builder’s risk coverage covering the premises and improvements on Parcels 30 and 31 shall commence on April 1, 2017 and will be required until theSubstantial Completion Date of improvements to Parcels 30 and 31.

(d) All building materials used during renovations must be asbestos-free and Tenant shall provide a Contractor’s Asbestos Free Affidavit within 30 days of theSubstantial Completion Date of Parcels 30 and 31.

SECTION 5. Improvements by Authority Prior to September 1, 2017, Authority shall make all improvements to Parcel 31 as shown on “ EXHIBIT D” atno cost to Tenant. As part of its work under this Section, Authority shall (i) permanently close all “USTs” and “UST Systems” (as those terms are defined inEXHIBIT “D” ) in compliance with all applicable Environmental Laws and (ii) undertake in compliance with the rules and regulations of any GovernmentalAuthority having jurisdiction over the Parcel 31 all required cleanup activities with respect to environmental conditions caused by, arising out of or resulting fromthe Authority’s “Permanent Closure” (as that term is defined in EXHIBIT D ) of the USTs and UST Systems. As provided in Section 8.01 of the Composite Lease,Authority shall provide to Tenant copies of all UST related regulatory submittals made by the Authority in connection with the Permanent Closure of the USTSystems.

SECTION 6. With respect to Permanent Closure of the UST Systems as provided in Section 5, Authority will exonerate, hold harmless, indemnify, pay andprotect, defend and save Tenant, its commissioners, officers, employees, agents, successors and assigns from and against any claims (including third party claimswhether for bodily injury or real or personal property damage or otherwise), actions, administrative proceedings (including informal proceedings), judgments,damages, punitive damages, penalties, fines, costs, response costs, assessments,

5

liabilities (including sums paid in settlement of claims), interest or losses (including reasonable attorneys’ fees and expenses (including such fees and expensesincurred in enforcing this Agreement), reasonable consultant fees, and reasonable expert fees) that may be asserted against or sustained by any indemnified Personby reason of, or in connection with, (i) the release, spill, leak, emission, escape, leach, disposal or discharge by Authority or any of its employees, agents,contractors or other invitees of any Hazardous Substances into the air, soil, groundwater or surface water occurring at, on, about, under or within any part of thePremises or occurring elsewhere in connection with the removal of the UST Systems from the Premises, or (ii) the migration of Hazardous Substances, the presenceof which is attributable to a release, spill, leak, emission, escape, leach, disposal or discharge by Authority or any of its employees, agents, contractors or otherinvitees of any Hazardous Substances into the air, soil, groundwater or surface water occurring at, on, about, near, under or within any part of the Premises oroccurring elsewhere in connection with the Permanent Closure of the UST Systems. The indemnification provided in this Section shall specifically apply to andinclude claims or actions brought by or on behalf of employees of Authority against Tenant or any other Person indemnified hereunder. The indemnificationprovided herein shall specifically cover costs (including capital, operating and maintenance costs) and response costs incurred in connection with any investigationor monitoring of site conditions, any cleanup, containment, remediation, removal or restoration work required or performed by any Governmental Authority orperformed by any other Person in response to an order or other requirement by such Governmental Authority. Authority’s obligation to indemnify and holdharmless Tenant and the other indemnified Persons set forth in this Section shall survive the expiration of the Term and the termination of Tenant’s occupancy, inwhole or in part, of the Premises with respect to claims, actions, administrative proceedings, judgments, damages, punitive damages, penalties, fines, costs,response costs, assessments, liabilities, interest or losses (including reasonable attorneys’ fees and expenses, reasonable consultant fees, and reasonable expert fees)arising from, or in connection with, releases, spills, leaks, emissions, escapes, leaching, disposals or discharges occurring prior to the expiration of Term or theearlier termination of Tenant’s occupancy of the Premises.

6

SECTION 7. Remainder of Composite Lease in Effect . All other terms, provisions, conditions, covenants and agreements of the Composite Lease shallcontinue in full force and effect .

SECTION 8. Effective Dates of this Eighth Amendment . This Eighth Amendment shall become effective as of April 1, 2017.

EXHIBIT “A” , EXHIBIT “B”, EXHIBIT “C” and EXHIBIT “D ”, attached hereto, shall be incorporated herein by reference.

IN WITNESS WHEREOF, the parties have caused their duly authorized representatives to execute this Eighth Amendment to the Composite LeaseAgreement. MEMPHIS-SHELBY COUNTYAIRPORT AUTHORITY

FEDERAL EXPRESS CORPORATION

By: /s/ Scott A. Brockman By: /s/ Donald C. ColvinScott A. Brockman, A.A.E. Presidentand Chief Executive Officer

Title:

Vice President

Date:

07/18/2016

Approved as to Content:

By: /s/ Forrest B. Artz Forrest B. Artz Vice President of Finance and Administration/CFO

Approved as to Form and Legality:

/s/ Brian L. Kuhn Brian L. Kuhn, General Counsel

7

APPROVED:

MSCAA

FEDEX

EXHIBIT A to the Composite Lease Agreement as amended by the Eighth Amendment effective April 1, 2017. FEDEX EFFECTIVE 2012 2013 PARCEL LEASE EFFECTIVE SQUARE DATE EFFECTIVE SEPTEMBER 2012 EFFECTIVE July 1, 2013 NUMBER NUMBER SUPPLEMENTAL USE OR LOCATION DATE FEET RATE RATES MONTHLY ANNUAL ESCALATION (3) RATES MONTHLY ANNUAL

1 07-0958 N/A TAXIWAY N 2/1/2009 100,035 $ 0.1906 $0.1906 $ 1,588.89 $ 19,066.67 CPI OR 13% $0.2077 $ 1,731.41 $ 20,776.95

2

07-0959

SUPPLEMENTAL 26

AMRFACILITIES/LANDLOCKEDPARCELS 1/1/2007 1,082,446 Varies (1) Varies (1) $ 28,533.41 $ 342,400.87 CPI OR 13% Varies (1) $ 31,092.85 $ 373,114.23

N/A 5th Amendment to

Composite Lease UNIMPROVED GROUND

11/1/2013 (9) 44,344 $ 0.2077 N/A N/A N/A CPI OR 13% 0.2077 (9) N/A N/A

SUPPLEMENTALS WEST RAMP 3 07-0960 18, 19, 20, 21, 22 & 23 UNIMPROVED GROUND 1/1/2007 3,111,647 $ 0.1525 $0.1906 $ 49,423.33 $ 593,079.92 CPI OR 13% $0.2077 $ 53,856.60 $ 646,279.19

22, 24 & 25 UNIMPROVED GROUND 1/1/2007 914,283 $ 0.1525 $0.1906 $ 14,521.86 $ 174,262.34 CPI OR 13% $0.2077 $ 15,824.47 $ 189,893.67

N/A 5th Amendment to

Composite Lease UNIMPROVED GROUND

11/1/2013 (9) 2,744 $ 0.2077 N/A N/A N/A CPI OR 13% N/A N/A N/A

4 07-0961 N/A TAXIWAY C 2/1/2009 731,098 $ 0.2400 $0.2400 $ 14,621.96 $ 175,463.52 CPI OR 13% $0.2615 $ 15,933.55 $ 191,202.60

5 07-0962 SUPPLEMENTAL 13

UNIMPROVED

APRON/GRACELAND RAMP 1/1/2007 515,496 $ 0.1525 $0.1906 $ 8,187.79 $ 98,253.48 CPI OR 13% $0.2077 $ 8,922.24 $ 107,066.88

SUPPLEMENTAL 17

UNIMPROVED APRON/SIERRA

RAMP 1/1/2007 $ 0.1525 CPI OR 13%

6 07-0963 AGREEMENT #92-0833 IRS/AOD 1/1/2007 2,248,286 N/A (6) N/A (6) $ 125,000.00 $1,500,000.00 15% (7) N/A (6) $ 143,750.00 $1,725,000.00

7 07-0964 SOUTHWIDE #90-0242 GRAEBER ASSIGNMENT 1/1/2007 427,030 N/A (6) N/A (6) $ 2,506.15 $ 30,073.80 CPI OR 13% N/A (6) $ 2,730.95 $ 32,771.42

8

07-0965 SOUTHWIDE ASGMT.

#80-0223 EQUITABLE LIFE

1/1/2007 451,370 N/A (6) N/A (6) $ 2,340.16 $ 28,081.92 CPI OR 13% N/A (6) $ 2,550.07 $ 30,600.87

9

07-0966

SUPPLEMENTAL 15(INTERNATIONALPARK)

FEDEX PARKING -TCHULAHOMA

1/1/2007 833,458 $ 0.2673 $0.2673 $ 18,565.28 $ 222,783.32 CPI OR 13% $0.2913 $ 20,230.58 $ 242,766.99

10

07-0967

SUPPLEMENTAL 16(INTERNATIONALPARK)

FEDEX CONSTRUCTIONSTORAGE AREA

1/1/2007 (2) 140,617 $ 0.2673 $0.2673 $ 3,132.24 $ 37,586.92 CPI OR 13% $0.2913 $ 3,413.21 $ 40,958.47

11 07-0968 SUPPLEMENTAL 13

UNIMPROVED GROUND/GSE

STORAGE 1/1/2007 187,217 $ 0.1525 $0.1906 $ 2,973.63 $ 35,683.56 CPI OR 13% $0.2077 $ 3,240.36 $ 38,884.38

12 07-0969 SUPPLEMENTAL 27 A-380 GSE STORAGE 12/01/07 187,618 $ 0.1525 $0.1525 $ 2,384.31 $ 28,611.75 CPI OR 13% $0.1662 $ 2,598.18 $ 31,178.22

13 07-0970 SUPPLEMENTAL 23 A-380 RAMP 1/1/2007 1,897,879 $ 0.1220 $0.1220 #REF! #REF! CPI OR 13% $0.1329 $ 21,025.87 $ 252,310.49 SUPPLEMENTAL 25 A-380 GSE RAMP 1/1/2007 319,113 $ 0.1525 $0.1906 #REF! #REF! CPI OR 13% $0.2077 $ 5,523.23 $ 66,278.76

14

07-0971

SUPPLEMENTAL 14

UNIMPROVED APRON/DE-ICING EQUIPMENTSTORAGE 1/1/2007 428,616 $ 0.1525 $0.1906 #REF! #REF! CPI OR 13% $0.2077 $ 7,418.52 $ 89,022.18

15 07-0972 N/A SPRANKLE ROAD 1/1/2007 200,695 $ 0.0000 $0.0000 $ 0.0000 $ 0.0000 N/A $0.0000 $ 0.0000 $ 0.0000 16 07-0973 N/A REPUBLIC ROAD 1/1/2007 113,179 $ 0.0000 $0.0000 $ 0.0000 $ 0.0000 N/A $0.0000 $ 0.0000 $ 0.0000

17

07-0974

SUPPLEMENTALS

1 Parcel 1, 2, 3, 4, 6 & 9

(UNIMP GROUND) 1/1/2007 1,662,877 $ 0.1525 $0.1906 #REF! #REF! CPI OR 13% $0.2077 $ 28,781.19 $ 345,374.26

1 Parcel 1, 2, 7, 9 (IMP

APRON) 1/1/2007 1,908,290 $ 0.1906 $0.2383 #REF! #REF! CPI OR 13% $0.2597 $ 41,294.68 $ 495,536.18

Parcel 5(INTERNATIONALPARK) 1/1/2007 24,000 $ 0.2673 $0.3341 #REF! #REF! CPI OR 13% $0.3641 $ 728.14 $ 8,737.65

1 Parcel 8(INTERNATIONALPARK)

FUEL TANKS

1/1/2007 247,254 $ 0.2673 $0.3341 #REF! #REF! CPI OR 13% $0.3641 $ 7,501.45 $ 90,017.46

1 & 8 Parcel 12(INTERNATIONALPARK)

ARTC TRAINING BUILDING

1/1/2007 117,915 $ 0.2673 $0.3341 #REF! #REF! CPI OR 13% $0.3641 $ 3,577.43 $ 42,929.17

1 & 8 Parcel 11(INTERNATIONALPARK)

GAS STATION

1/1/2007 45,359 $ 0.2673 $0.3341 #REF! #REF! CPI OR 13% $0.3641 $ 1,376.15 $ 16,513.80

8 Parcel 9(INTERNATIONALPARK)

SOUTH RAMP, COURTYARD,SOUTHGATES

1/1/2007 1,586,172 $ 0.2673 $0.3341 #REF! #REF! CPI OR 13% $0.3641 $ 48,122.97 $ 577,475.69

Parcel 10(INTERNATIONALPARK)

SOUTHEASTERN RAMP,NORTH SECONDARY,

1/1/2007 70,200 $ 0.2673 $0.3341 #REF! #REF! CPI OR 13% $0.3641 $ 2,129.80 $ 25,557.63

Parcel 17(INTERNATIONALPARK)

NORTH INPUT, PRIMARYSORT,

1/1/2007 4,333,659 $ 0.2673 $0.3341 #REF! #REF! CPI OR 13% $0.3641 $ 131,479.16 $1,577,749.90

SMALL PACKAGE SORT

SYSTEM,

INTERNATIONAL INPUT,HEAVY WEIGHT, EASTRAMP

TAB-LINE MAINTENANCE 1/1/2007 556,334 $ 0.2673 $0.3341 #REF! #REF! CPI OR 13% $0.3641 $ 16,878.65 $ 202,543.84

10 Parcel 27A (IMP

APRON) PARCEL 27A

1/1/2007 487,512 $ 0.1906 $0.2383 #REF! #REF! CPI OR 13% $0.2597 $ 10,549.58 $ 126,594.93

11 Parcel A & B West

(UNIMP GROUND) NORTH RAMP

1/1/2007 527,676 $ 0.1525 $0.1906 #REF! #REF! CPI OR 13% $0.2077 $ 9,133.05 $ 109,596.63

5 Parcel 16(INTERNATIONALPARK) 1/1/2007 796,312 $ 0.2673 $0.3341 #REF! #REF! CPI OR 13% $0.3641 $ 24,159.36 $ 289,912.33

23

GRAEBERASSIGNMENT/TRUCKINGOPERATION 1/1/2007 261,460 $ 0.1029 $0.1286 #REF! #REF! CPI OR 13% $0.1401 $ 3,053.32 $ 36,639.83

SUPPLEMENTAL 9(INTERNATIONALPARK)

PARKING AREA

1/1/2007 18,933 $ 0.2673 $0.3341 #REF! #REF! CPI OR 13% $0.3641 $ 574.41 $ 6,892.91

18

07-0975

SUPPLEMENTAL 8(INTERNATIONALPARK)

DC-10 HANGAR (LAND)

1/1/2007 552,730 $ 0.2673 $0.2673 #REF! #REF! CPI OR 13% $0.2913 $ 13,416.45 $ 160,997.43 18A

07-0976

BUILDING HAVING ANAREA OF 72,378 SQ FT& OTHERIMPROVEMENTS

DC-10 HANGAR (BUILDING)

9/1/2012 (4) 72,378 $ 1.2600 $1.2600 $ 7,599.69 $ 91,196.28 CPI OR 13% $1.3730 $ 8,281.38 $ 99,376.59

CONSTRUCTED ON

PARCEL 18 19

07-0977

SUPPLEMENTAL 8(INTERNATIONALPARK)

ENGINE SHOP

1/1/2007 418,016 $ 0.2673 $0.2673 #REF! #REF! CPI OR 13% $0.2913 $ 10,146.53 $ 121,758.37

20 07-0978 SUPPLEMENTAL 27 WEST SIDE OF TANG 3/1/2008 108,051 $ 0.1525 $0.1525 #REF! #REF! CPI OR 13% $0.1662 $ 1,496.32 $ 17,955.83

21

07-0979 SUPPLEMENTAL 7

DEMOCRAT VEHICLE

PARKING 1/1/2007 1,812,363 $ 0.1525 $0.1906 #REF! #REF! CPI OR 13% $0.2077 $ 31,368.50 $ 376,422.03 22

07-0980

SUPPLEMENTAL 9

DEMOCRAT VEHICLE

PARKING 1/1/2007 491,127 $ 0.1525 $0.1906 #REF! #REF! CPI OR 13% $0.2077 $ 8,500.46 $ 102,005.52

23 07-0981 N/A TAXIWAY SIERRA 2/1/2009 248,711 $ 0.2400 $0.2400 #REF! #REF! CPI OR 13% $0.2615 $ 5,420.41 $ 65,044.89

24 07-0982 N/A SORT FACILITY 9/1/2009 (5) 292,000 $ 1.2600 $1.2600 $ 30,660.00 $ 367,920.00 CPI OR 13% $1.3730 $ 33,410.20 $ 400,922.42

FEDEX EFFECTIVE 2014 2015-17 PARCEL LEASE EFFECTIVE SQUARE DATE EFFECTIVE July 1, 2014 EFFECTIVE April 1, 2015 NUMBER NUMBER SUPPLEMENTAL USE OR LOCATION DATE FEET RATE RATES MONTHLY ANNUAL RATES MONTHLY ANNUAL

1 07-0958 N/A TAXIWAY N 2/1/2009 100,035 $ 0.1906 $0.2077 $ 1,731.41 $ 20,776.95 $ 0.21 $ 1,731.41 $ 20,776.95

2

07-0959

SUPPLEMENTAL 26

AMR FACILITIES/LANDLOCKEDPARCELS 1/1/2007 1,082,446 Varies (1) Varies (1) $ 31,092.85 $ 373,114.23 Varies (1) $ 31,092.85 $ 373,114.23

N/A 5th Amendment to Composite

Lease UNIMPROVED GROUND

11/1/2013 (9) 44,344 $ 0.2077 $0.2077 $ 767.52 $ 9,210.25 $ 0.21 $ 767.52 $ 9,210.25

SUPPLEMENTALS WEST RAMP 3 07-0960 18, 19, 20, 21, 22 & 23 UNIMPROVED GROUND 1/1/2007 3,111,647 $ 0.1525 $0.2077 $ 53,856.60 $ 646,279.19 $ 0.21 $ 53,856.60 $ 646,279.19

22, 24 & 25 UNIMPROVED GROUND 1/1/2007 914,283 $ 0.1525 $0.2077 $ 15,824.47 $ 189,893.67 $ 0.21 $ 15,824.47 $ 189,893.67

N/A 5th Amendment to Composite

Lease UNIMPROVED GROUND

11/1/2013 (9) 2,744 $ 0.2077 $0.2077 $ 47.49 $ 569.92 $ 0.21 $ 47.49 $ 569.92

4 07-0961 N/A TAXIWAY C 2/1/2009 731,098 $ 0.2400 $0.2615 $ 15,933.55 $ 191,202.60 $ 0.26 $ 15,933.55 $ 191,202.60

5 07-0962 SUPPLEMENTAL 13

UNIMPROVED APRON/GRACELAND

RAMP 1/1/2007 515,496 $ 0.1525 $0.2077 $ 8,922.24 $ 107,066.88 $ 0.21 $ 8,922.24 $ 107,066.88 SUPPLEMENTAL 17 UNIMPROVED APRON/SIERRA RAMP 1/1/2007 $ 0.1525

6 07-0963 AGREEMENT #92-0833 IRS/AOD 1/1/2007 2,248,286 N/A (6) N/A (6) $ 143,750.00 $1,725,000.00 N/A (6) $ 143,750.00 $1,725,000.00

7 07-0964 SOUTHWIDE #90-0242 GRAEBER ASSIGNMENT 1/1/2007 427,030 N/A (6) N/A (6) $ 2,730.95 $ 32,771.42 N/A (6) $ 2,730.95 $ 32,771.42

8 07-0965 SOUTHWIDE ASGMT. #80-0223 EQUITABLE LIFE 1/1/2007 451,370 N/A (6) N/A (6) $ 2,550.07 $ 30,600.87 N/A (6) $ 2,550.07 $ 30,600.87

9

07-0966

SUPPLEMENTAL 15(INTERNATIONAL PARK)

FEDEX PARKING - TCHULAHOMA 1/1/2007 833,458 $ 0.2673 $0.2913 $ 20,230.58 $ 242,766.99 $ 0.29 $ 20,230.58 $ 242,766.99

10

07-0967

SUPPLEMENTAL 16(INTERNATIONAL PARK)

FEDEX CONSTRUCTION STORAGEAREA 1/1/2007 (2) 140,617 $ 0.2673 $0.2913 $ 3,413.21 $ 40,958.47 $ 0.29 $ 3,413.21 $ 40,958.47

11 07-0968 SUPPLEMENTAL 13

UNIMPROVED GROUND/GSE

STORAGE 1/1/2007 187,217 $ 0.1525 $0.2077 $ 3,240.36 $ 38,884.38 $ 0.21 $ 3,240.36 $ 38,884.38

12 07-0969 SUPPLEMENTAL 27 A-380 GSE STORAGE 12/01/07 187,618 $ 0.1525 $0.1662 $ 2,598.18 $ 31,178.22 $ 0.17 $ 2,598.18 $ 31,178.22

13 07-0970 SUPPLEMENTAL 23 A-380 RAMP 1/1/2007 1,897,879 $ 0.1220 $0.1329 $ 21,025.87 $ 252,310.49 $ 0.13 $ 21,025.87 $ 252,310.49 SUPPLEMENTAL 25 A-380 GSE RAMP 1/1/2007 319,113 $ 0.1525 $0.2077 $ 5,523.23 $ 66,278.76 $ 0.21 $ 5,523.23 $ 66,278.76

14

07-0971

SUPPLEMENTAL 14

UNIMPROVED APRON/DE-ICINGEQUIPMENT STORAGE 1/1/2007 428,616 $ 0.1525 $0.2077 $ 7,418.52 $ 89,022.18 $ 0.21 $ 7,418.52 $ 89,022.18

15 07-0972 N/A SPRANKLE ROAD 1/1/2007 200,695 $ 0.0000 $0.0000 $ 0.0000 $ 0.0000 $0.0000 $ 0.0000 $ 0.0000 16 07-0973 N/A REPUBLIC ROAD 1/1/2007 113,179 $ 0.0000 $0.0000 $ 0.0000 $ 0.0000 $0.0000 $ 0.0000 $ 0.0000

17

07-0974

SUPPLEMENTALS

1 Parcel 1, 2, 3, 4, 6 & 9 (UNIMP

GROUND) 1/1/2007 1,662,877 $ 0.1525 $0.2077 $ 28,781.19 $ 345,374.26 $ 0.21 $ 28,781.19 $ 345,374.26 1 Parcel 1, 2, 7, 9 (IMP APRON) 1/1/2007 1,908,290 $ 0.1906 $0.2597 $ 41,294.68 $ 495,536.18 $ 0.26 $ 41,294.68 $ 495,536.18 Parcel 5 (INTERNATIONAL PARK) 1/1/2007 24,000 $ 0.2673 $0.3641 $ 728.14 $ 8,737.65 $ 0.36 $ 728.14 $ 8,737.65 1 Parcel 8 (INTERNATIONAL PARK) FUEL TANKS 1/1/2007 247,254 $ 0.2673 $0.3641 $ 7,501.45 $ 90,017.46 $ 0.36 $ 7,501.45 $ 90,017.46

1 & 8 Parcel 12 (INTERNATIONAL

PARK) ARTC TRAINING BUILDING

1/1/2007 117,915 $ 0.2673 $0.3641 $ 3,577.43 $ 42,929.17 $ 0.36 $ 3,577.43 $ 42,929.17

1 & 8 Parcel 11 (INTERNATIONAL

PARK) GAS STATION

1/1/2007 45,359 $ 0.2673 $0.3641 $ 1,376.15 $ 16,513.80 $ 0.36 $ 1,376.15 $ 16,513.80

8 Parcel 9 (INTERNATIONAL PARK)

SOUTH RAMP, COURTYARD,

SOUTHGATES 1/1/2007 1,586,172 $ 0.2673 $0.3641 $ 48,122.97 $ 577,475.69 $ 0.36 $ 48,122.97 $ 577,475.69

Parcel 10 (INTERNATIONAL PARK)

SOUTHEASTERN RAMP, NORTH

SECONDARY, 1/1/2007 70,200 $ 0.2673 $0.3641 $ 2,129.80 $ 25,557.63 $ 0.36 $ 2,129.80 $ 25,557.63 Parcel 17 (INTERNATIONAL PARK) NORTH INPUT, PRIMARY SORT, 1/1/2007 4,333,659 $ 0.2673 $0.3641 $ 131,479.16 $1,577,749.90 $ 0.36 $ 131,479.16 $1,577,749.90 SMALL PACKAGE SORT SYSTEM,

INTERNATIONAL INPUT, HEAVY

WEIGHT, EAST RAMP TAB-LINE MAINTENANCE 1/1/2007 556,334 $ 0.2673 $0.3641 $ 16,880.10 $ 202,561.21 $ 0.30 $ 14,099.88 $ 169,198.54 10 Parcel 27A (IMP APRON) PARCEL 27A 1/1/2007 487,512 $ 0.1906 $0.2597 $ 10,549.58 $ 126,594.93 $ 0.26 $ 10,549.58 $ 126,594.93

11 Parcel A & B West (UNIMP

GROUND) NORTH RAMP

1/1/2007 527,676 $ 0.1525 $0.2077 $ 9,133.05 $ 109,596.63 $ 0.21 $ 9,133.05 $ 109,596.63 5 Parcel 16 (INTERNATIONAL PARK) 1/1/2007 796,312 $ 0.2673 $0.3641 $ 24,159.36 $ 289,912.33 $ 0.36 $ 24,159.36 $ 289,912.33

23

GRAEBER ASSIGNMENT/TRUCKING

OPERATION 1/1/2007 261,460 $ 0.1029 $0.1401 $ 3,053.32 $ 36,639.83 $ 0.14 $ 3,053.32 $ 36,639.83

SUPPLEMENTAL 9

(INTERNATIONAL PARK) PARKING AREA

1/1/2007 18,933 $ 0.2673 $0.3641 $ 574.41 $ 6,892.91 $ 0.36 $ 574.41 $ 6,892.91

18

07-0975

SUPPLEMENTAL 8(INTERNATIONAL PARK)

DC-10 HANGAR (LAND) 1/1/2007 552,730 $ 0.2673 $0.2913 $ 13,416.45 $ 160,997.43 $ 0.29 $ 13,416.45 $ 160,997.43

18A

07-0976

BUILDING HAVING AN AREA OF72,378 SQ FT & OTHERIMPROVEMENTS

DC-10 HANGAR (BUILDING)

9/1/2012 (4) 72,378 $ 1.2600 $1.3730 $ 8,281.38 $ 99,376.59 $ 1.37 $ 8,281.38 $ 99,376.59 CONSTRUCTED ON PARCEL 18

19

07-0977

SUPPLEMENTAL 8(INTERNATIONAL PARK)

ENGINE SHOP 1/1/2007 418,016 $ 0.2673 $0.2913 $ 10,146.53 $ 121,758.37 $ 0.29 $ 10,146.53 $ 121,758.37

20 07-0978 SUPPLEMENTAL 27 WEST SIDE OF TANG 3/1/2008 108,051 $ 0.1525 $0.1662 $ 1,496.32 $ 17,955.83 $ 0.17 $ 1,496.32 $ 17,955.83

21 07-0979 SUPPLEMENTAL 7 DEMOCRAT VEHICLE PARKING 1/1/2007 1,812,363 $ 0.1525 $0.2077 $ 31,368.50 $ 376,422.03 $ 0.21 $ 31,368.50 $ 376,422.03 22 07-0980 SUPPLEMENTAL 9 DEMOCRAT VEHICLE PARKING 1/1/2007 491,127 $ 0.1525 $0.2077 $ 8,500.46 $ 102,005.52 $ 0.21 $ 8,500.46 $ 102,005.52

23 07-0981 N/A TAXIWAY SIERRA 2/1/2009 248,711 $ 0.2400 $0.2615 $ 5,420.41 $ 65,044.89 $ 0.26 $ 5,420.41 $ 65,044.89

24 07-0982 N/A SORT FACILITY 9/1/2009 (5) 292,000 $ 1.2600 $1.3730 $ 33,410.20 $ 400,922.42 $ 1.37 $ 33,410.20 $ 400,922.42

Exhibit AApril 1, 2017

Eighth Amendment to Composite Lease Agreement

EXHIBIT A to the Composite Lease Agreement as amended by the Eighth Amendment effective April 1, 2017. FEDEX EFFECTIVE 2012 2013 PARCEL LEASE EFFECTIVE SQUARE DATE EFFECTIVE SEPTEMBER 2012 EFFECTIVE July 1, 2013 NUMBER NUMBER SUPPLEMENTAL USE OR LOCATION DATE FEET RATE RATES MONTHLY ANNUAL ESCALATION (3) RATES MONTHLY ANNUAL

25 07-0983 N/A DEMOCRAT PARKING AREA 12/15/11 (8) 36,128 $ 0.1906 $0.1906 $ 573.83 $ 6,885.99 CPI OR 13% $0.2077 $ 625.31 $ 7,503.67 26

07-0985

N/A

CORPORATE AVIATION

HANGAR (BUILDING) 7/1/2014 35,070 $ 1.4238 N/A N/A N/A CPI OR 13% N/A N/A N/A

CORPORATE AVIATION

HANGAR (LAND) 7/1/2014 161,334 $ 0.0000 N/A N/A N/A N/A N/A N/A N/A 27 07-0984 N/A HANGAR 11 (BUILDING) 7/1/2014 58,265 $ 1.4238 N/A N/A N/A CPI OR 13% N/A N/A N/A

N/A HANGAR 12 (BUILDING) 7/1/2014 117,306 $ 1.4238 N/A N/A N/A CPI OR 13% N/A N/A N/A HANGARS 11 AND 12 (LAND) 7/1/2014 1,290,083 $ 0.0000 N/A N/A N/A N/A N/A N/A N/A

28 07-0986 N/A EAST GSE RAMP 7/1/2014 (10) 1,000,681 $ 0.1741 N/A N/A N/A CPI OR 13% N/A N/A N/A 29

N/A

COLD CHAIN STORAGE

PARKING 4/1/2016 (11) 29,174 $ 0.2077 N/A N/A N/A N/A N/A N/A N/A 30

N/A

3505 TCHULAHOMA ROAD

(BUILDING) 4/1/2017 (13) 38,345 $ 2.8500

3505 TCHULAHOMA ROAD

(IMPROVED GROUND) 4/1/2017 (13) 58,810 $ 0.2597

3505 TCHULAHOMA ROAD

(UNIMPROVED GROUND) 4/1/2017 (13) 64,702 $ 0.2077 31

N/A

3318 WINCHESTER ROAD

(BUILDING) 8/1/2017 (12) 113,461 $ 2.8500

3318 WINCHESTER ROAD

(IMPROVED GROUND) 8/1/2017 (12) 196,782 $ 0.2597

3318 WINCHESTER ROAD

(UNIMPROVED GROUND) 8/1/2017 (12) 164,498 $ 0.2077 Totals $ 781,847.02 $9,382,164.23

FEDEX EFFECTIVE 2014 2015-17 PARCEL LEASE EFFECTIVE SQUARE DATE EFFECTIVE July 1, 2014 EFFECTIVE April 1, 2015 NUMBER NUMBER SUPPLEMENTAL USE OR LOCATION DATE FEET RATE RATES MONTHLY ANNUAL RATES MONTHLY ANNUAL

25 07-0983 N/A DEMOCRAT PARKING AREA 12/15/11 (8) 36,128 $ 0.1906 $0.2077 $ 625.31 $ 7,503.67 $ 0.21 $ 625.31 $ 7,503.67 26

07-0985

N/A

CORPORATE AVIATION HANGAR

(BUILDING) 7/1/2014 35,070 $ 1.4238 $1.4238 $ 4,161.06 $ 49,932.67 $ 1.42 $ 4,161.06 $ 49,932.67

CORPORATE AVIATION HANGAR

(LAND) 7/1/2014 161,334 $ 0.0000 N/A N/A N/A N/A N/A N/A 27 07-0984 N/A HANGAR 11 (BUILDING) 7/1/2014 58,265 $ 1.4238 $1.4238 $ 6,913.14 $ 82,957.71 $ 1.42 $ 6,913.14 $ 82,957.71

N/A HANGAR 12 (BUILDING) 7/1/2014 117,306 $ 1.4238 $1.4238 $ 13,918.36 $ 167,020.28 $ 1.42 $ 13,918.36 $ 167,020.28 HANGARS 11 AND 12 (LAND) 7/1/2014 1,290,083 $ 0.0000 N/A N/A N/A N/A N/A N/A

28 07-0986 N/A EAST GSE RAMP 7/1/2014 (10) 1,000,681 $ 0.1741 $0.1741 $ 14,518.21 $ 174,218.56 $ 0.17 $ 14,518.21 $ 174,218.56 29 N/A COLD CHAIN STORAGE PARKING 4/1/2016 (11) 29,174 $ 0.2077 $0.2077 $ 504.95 $ 6,059.44 30 N/A 3505 TCHULAHOMA ROAD (BUILDING) 4/1/2017 (13) 38,345 $ 2.8500 $2.8500 $ 9,106.94 $ 109,283.25

3505 TCHULAHOMA ROAD (IMPROVED

GROUND) 4/1/2017 (13) 58,810 $ 0.2597 $0.2597 $ 1,272.75 $ 15,272.96

3505 TCHULAHOMA ROAD

(UNIMPROVED GROUND) 4/1/2017 (13) 64,702 $ 0.2077 $0.2077 $ 1,119.88 $ 13,438.61 31 N/A 3318 WINCHESTER ROAD (BUILDING) 8/1/2017 (12) 113,461 $ 2.8500 $2.8500 $ 26,946.99 $ 323,363.85

3318 WINCHESTER ROAD (IMPROVED

GROUND) 8/1/2017 (12) 196,782 $ 0.2597 $0.2597 $ 4,258.69 $ 51,104.29

3318 WINCHESTER ROAD

(UNIMPROVED GROUND) 8/1/2017 (12) 164,498 $ 0.2077 $0.2077 $ 2,847.19 $ 34,166.23 $ 822,174.25 $9,866,090.99 Totals $ 865,451.42 $10,385,416.96

Note 1:

(a) Hangar 26 has been removed from Parcel 2 and, effective July 1, 2009, rent for Parcel 2 has been reduced by $1,322.50 per month, $15,870.00 per year.(b) As of December 14, 2010, the date of Tenant’s beneficial occupancy of the Replacement Hangar, as defined in the Third Amendment to the Composite Lease Agreement, the annual rent will be reduced by $44,246.00 ($3,687.17 monthly). The rentrate for the 35,000 square foot Replacement Hangar will be $0.1906.(c) As of December 14, 2010, the date of Tenant’s benefical occupancy of renovated Hangars 24, 25 and 27, the combined annual rent for these Hangars will be reduced by $23,458.05 (30% of $78,193.49).Note 2: In accordance with the Second Amendment to the Composite Lease Agreement, Parcel 10 will not be part of the demised premises between May 1, 2010, and December 31, 2011, and no rent will be payable with respect to that Parcel duringthat time period.Note 3: Refer to Section 2.03(a)(i) of the Composite Lease Agreement for a further description of the rent adjustment summarized in this column.Note 4: The Effective Date is subject to the operation and effect of Section 1.04(b) of the Composite Lease Agreement. When the Effective Date occurs, the rent for Parcel 18A will be calculated based upon a rental rate of $1.26 per square foot ofbuilding footprint area.Note 5: The Effective Date is subject to the operation and effect of Section 1.04(b) of the Composite Lease Agreement. When the Effective Date occurs, the rent for Parcel 24 will be calculated based upon a rental rate of $1.26 per square foot of buildingfootprint area.Note 6: For Parcels 6, 7, and 8, the monthly rent for each is an amount previously agreed upon by the Parties, and is not calculated on any applicable current rate.Note 7: Section 2.03(a)(i) of the Composite Lease Agreement will govern the escalation of the rent for Parcel 6 beginning July 1, 2018.Note 8: In accordance with the terms of the 4th Amendment to the Composite Lease, rent for Parcel 25 began to accrue March 1, 2012 at the rate of $0.1906Note 9: In accordance with the terms of the 5th Amendment to the Composite Lease, rent for the unimproved property that the 5th Amendment adds to Parcels 2 and 3 will begin to accrue on November 1, 2013 at the July 1, 2013 rental rate forunimproved property. (See Notes 3 and 7)Note 10: Rate agreed upon by the parties and as defined in the 6th Amendment to the Composite LeaseNote 11: Parcel 29 adds the lot used for Cold Chain Storage Parking effective April 1, 2015 and should be added.Note 12: Parcel 30 adds the office building and warehouse at 3505 Tchulahoma Road effective April 1, 2017. Rent will begin to accrue on the earlier of the Parcel 30 Substantial Completion Date or April 1, 2018.Note 13: Parcel 31 adds the maintenance facility at 3318 Winchester Road effective September 1, 2017. Rent will begin to accrue on the earlier of the Parcel 31 Substantial Completion Date or September 1, 2018.

RATE & RATE ESCALATION CURRENT RATES 7/1/2013 IMPROVED GROUND $ 0.2383 $0.2597

UNIMPROVED GROUND $ 0.1906 $0.2077

EXHIBIT B

8

Parcel 30 Legal DescriptionParcel 30

3505 Tchulahoma Road, Memphis, TN

Description of a 3.1746 acre lease containment are identified as Parcel 30 and being a part of the Memphis-Shelby County Airport Authority property as recordedin Instrument 0911534 in the Shelby County Register’s Office and located on the west side of Tchulahoma Road.

Commencing at the intersection of the north line of Winchester Road (having a 99 foot Right-of-Way) and the west line of Tchulahoma Road (having a 106 footRight-of-Way),

Thence northeastwardly along the west Right of Way of Tchulahoma Road, North 8 degrees 20 minutes 13 seconds East, a distance of 297.3 feet to the northeastcorner of Winchester Road 3340 Center LLC Property as recorded in Instrument 10118123 and the southeast corner of Parcel 31 of the Memphis- Shelby CountyAirport Authority as recorded in Instrument 0911534,

Thence northeastwardly along the west Right-of-Way of Tchulahoma Road, North 8 degrees, 20 minutes, 13 seconds East, a distance of 144.31 feet to a point ofcurvature in the west Right-of-Way of Tchulahoma Road,

Thence along said curve to the right having a radius of 1,272.75 feet, a chord bearing of North 13 degrees 38 minutes 56 seconds West with a cord distance of231.04 feet and an arc length of 231.36 to a point of tangency,

Thence northeastwardly along the west Right-of-Way of Tchulahoma Road, North 18 degrees 47 minutes 42 seconds East, a distance of 37.86 feet to the TRUEPOINT OF BEGINNING of the following Parcel 30 and the northeast corner of Parcel 31 being part of the Memphis-Shelby County Airport Authority as recordedin Instrument 0911534,

Thence northwestwardly along the common line of Parcels 30 &31, North 86 degrees 24 minutes 01 seconds West, a distance of 300.04 feet to an angle corner,

Thence continuing along said common line, the following courses:

Thence South 89 degrees 47 minutes 54 seconds West, a distance of 9.09 feet,

Thence South 73 degrees 28 minutes 43 seconds West, a distance of 11.27 feet,

Thence South 62 degrees 18 minutes 10 seconds West, a distance of 9.95 feet,

Thence South 72 degrees 02 minutes 49 seconds West, a distance of 9.63 feet,

Thence North 88 degrees 45 minutes 05 seconds West, a distance of 9.82 feet,

Thence North 84 degrees 24 minutes 38 seconds West, a distance of 11.20 feet,

9

Thence North 88 degrees 14 minutes 50 seconds West, a distance of 11.77 feet,

Thence North 89 degrees 09 minutes 14 seconds West, a distance of 22.82 feet,

Thence North 4 degrees 17 minutes 45 seconds East, a distance of 51.00 feet,

Thence North 85 degrees 42 minutes 15 seconds West, a distance of 147.00 feet,

Thence North 40 degrees 34 minutes 04 seconds West, a distance of 151.42 feet,

Thence North 48 degrees 54 minutes 46 seconds East, a distance of 96.20 feet,

Thence North 41 degrees 05 minutes 14 seconds West, a distance of 50.60 feet,

Thence North 43 degrees 24 minutes 40 seconds East, a distance of 95.18 feet to a point of curvature,

Thence along said curve to the right having a radius of 22.53 feet, a chord bearing of North 40 degrees 12 minutes 02 seconds West with a chord distance of 32.19feet and an arc length of 35.86 and a chord length of 32.19 feet to a point of tangency,

Thence North 5 degrees 23 minutes 08 seconds East, a distance of 18.06 to the northwest corner of said Parcel 30 and the northeast corner of Parcel 31,

Thence continuing along the north line of Parcel 31, the following courses:

Thence South 84 degrees 39 minutes 46 seconds East, a distance of 33.94 feet,

Thence South 2 degrees 59 minutes 45 seconds West, a distance of 22.56 feet,

Thence South 85 degrees 44 minutes 35 seconds East, a distance of 126.84 feet,

Thence South 4 degrees 20 minutes 09 seconds, West, a distance of 147.32 feet,

Thence South 85 degrees 42 minutes 45 seconds East, a distance of 464.01 feet to the northeast corner of Parcel 30 located in the west Right-of-Way line ofTchulahoma Road,

Thence southwestwardly South 18 degrees 47 minutes 42 seconds West, a distance of 192.91 feet to the southeast corner of Parcel 30 and the northeast corner ofParcel 31 and the TRUE POINT OF BEGINNING and containing 3.1746 acres by calculation.

10

Parcel 31 Legal DescriptionParcel 31

3318 Winchester Road, Memphis, TN

Description of a 10.7955 acre lease containment area identified as Parcel 31 and being a part of the Memphis-Shelby County Airport Authority property as recordedin Instrument 0911534 in the Shelby County Register’s Office and located on the west side of Tchulahoma Road.

Commencing at the intersection of the north line of Winchester Road with a 99 foot wide Right-of-Way and the west line of Tchulahoma Road with a 106 footRight-of-Way,

Thence northeastwardly along the west Right-of-Way of Tchulahoma Road, North 8 degrees 20 minutes 13 seconds East, a distance of 297.3 feet to the southeastcorner of Parcel 31, also being the northeast corner of the Winchester Road 3340 Center LLC Property as recorded in Instrument 10118123, and being the TRUEPOINT of BEGINNING of the following lease area,

Thence northwestwardly along the north line of the Winchester Road 3340 Center LLC Property as recorded in Instrument 10118123, also being a re-entrant line ofParcel 31, North 83 degrees 03 minutes 43 seconds West, being south and parallel to an existing chain link fence, a call and measure of 189.70 feet to the northwestcorner of the distance of the Winchester Road 3340 Center LLC Property also an interior corner of Parcel 31,

Thence southwestwardly along the west line of the Winchester Road 3340 Center LLC Property, also an interior line of Parcel 31, South 8 degrees 20 minutes 33seconds West, along the general alignment of a chain link fence, a distance of 209.60 feet to @ a fence post being the southwest corner of the Winchester Road3340 Center LLC Property and the southernmost southeast corner of Parcel 31 located in the north Right-of-Way line of Winchester Road having a 99 foot wideRight-of-Way,

Thence northwestwardly along the north Right-of-Way line of Winchester Road @ the back of walk, North 86 degrees 29 minutes 40 seconds West, a distance of444.47 to @ a fence point being the southwest corner of Parcel 31,

Thence northeastwardly along the interior line of Parcel 31, North 85 degrees 49 minutes 47 seconds West, along the general alignment of a chain link fence, adistance of 193.24 feet to the westernmost southwest corner of Parcel 31,

Thence northeastwardly along a west line of Parcel 31, North 4 degrees 5 minutes 7 seconds East, being east and @ parallel to a chain link fence, a distance of167.53 feet to an exterior corner of Parcel 31,

11

Thence southeastwardly along an interior line of Parcel 31, South 85 degrees 54 minutes 53 seconds East along an interior line being south and @ parallel to achain link fence, a distance of 113.85 feet to an interior corner of Parcel 31,

Thence northeastwardly along a west line of Parcel 31, North 4 degrees 6 minutes 13 seconds East, being east and @ parallel to a chain link fence, a distance of195.00 feet to an exterior corner of Parcel 31,

Thence southeastwardly along a re-entrant line of Parcel 31, South 85 degrees 53 minutes 47 seconds East, a distance of 8.00 feet to an interior corner of Parcel 31,

Thence northwestwardly along an exterior line of Parcel 31, North 40 degrees 17 minutes 27 seconds West, a distance of 47.05 feet to an angle corner or Parcel 31,

Thence northeastwardly along an interior line of Parcel 31, North 49 degrees 14 minutes 44 seconds East, along the general alignment of a chain link fence, adistance of 281.11 feet to a fence post being an angle corner or Parcel 31,

Thence northeastwardly along a west line of Parcel 31, North 22 degrees 41 minutes 44 seconds East, being east and @ parallel to a chain link fence, a distance of24.23 feet to a fence post at a gate being an angle corner of Parcel 31,

Thence southeastwardly along a north line of Parcel 31, South 86 degrees 22 minutes 14 seconds East, across a gate, a distance of 36.66 feet to an exterior corner ofParcel 31 and being a common corner with Parcel 30,

The following courses are a common lease line between Parcel 31 and Parcel 30,

Thence South 5 degrees 23 minutes 8 seconds West, a distance of 18.06 feet to a point of a curve,

Thence along a curve to the left having a radius of 22.563 feet and an arc length of 35.86 feet on a chord bearing of South 40 degrees 12 minutes 02 seconds East, achord distance of 32.19 to a point of tangency,

Thence South 43 degrees 24 minutes 40 seconds West, a distance of 95.18 feet to an angle point,

Thence South 41 degrees 05 minutes 14 seconds East, a distance of 50.60 feet to an angle point,

Thence South 48 degrees 54 minutes 46 seconds West, a distance of 96.20 feet to an angle point,

12

Thence South 40 degrees 34 minutes 04 seconds East, a distance of 151.42 feet to an angle point,

Thence South 85 degrees 42 minutes 15 seconds East, a distance of 147.00 feet to an angle point,

Thence South 04 degrees 17 minutes 45 seconds West, a distance of 51.00 feet to an angle point,

Thence North 89 degrees 09 minutes 14 seconds East, a distance of 22.82 feet to an angle point,

Thence South 88 degrees 14 minutes 50 seconds East, a distance of 11.77 feet to an angle point,

Thence South 84 degrees 24 minutes 38 seconds East, a distance of 11.20 feet to an angle point,

Thence South 88 degrees 45 minutes 05 seconds East, a distance of 9.82 feet to an angle point,

Thence North 72 degrees 02 minutes 49 seconds East, a distance of 9.63 feet to an angle point,

Thence North 62 degrees 18 minutes 10 seconds East, a distance of 9.96 feet to an angle point,

Thence North 73 degrees 28 minutes 43 seconds East, a distance of 11.27 feet to an angle point,

Thence North 89 degrees 47 minutes 54 seconds East, a distance of 9.09 feet to an angle point,

Thence South 86 degrees 24 minutes 01 seconds East, a distance of 300.04 feet to the northeast corner of Parcel 31 located in the west Right-of-Way line ofTchulahoma Road with a 106 foot Right-of-Way,

Thence southwestwardly along said Right-of-Way, South 18 degrees 47 minutes 42 seconds West, a distance of 37.86 feet to a point of curve,

Thence southwestwardly along a curve to the left having a radius of 1272.75 feet, an arc length of 231.36 feet, a chord bearing of South 13 degrees 38 minutes 57seconds West and a chord distance of 231.04 feet to a point of tangency,

13

Thence southwestwardly along said Right-of-Way, South 08 degrees 20 minutes 13 seconds West, a distance of 144.31 feet to the point of beginning and containingapproximately 10.7955 acres by calculation.

14

EXHIBIT “C”

Parcel 30 - 3505 Tchulahoma Road, Memphis, TN

A. Fixtures that will remain:

1. Lockers

2. Ventilation equipment

3. Cages in room AD-22

4. Aircraft lights in the front lobby

5. All fixtures with millwork

6. Backup generator

B. Authority will remove the following property from the building prior to occupancy:

1. MSCAA IT servers

2. All racking from the parts warehouse, storage warehouse, chemical storage and tire storage.

3. Electrical reels under building canopy

Parcel 31 - 3318 Winchester Road, Memphis, TN

A. Fixtures that will remain:

1. Lockers

2. (3) bridge cranes

3. Sprinkler system air compressors

4. Vehicle exhaust fan systems

5. Sinks

6. Paint Booth

7. Cabinets in dark room

8. All structural steel mezzanines

9. (1) chain link cage

10. Break room divider partition

11. All fixtures with millwork

12. Backup generator

B. The following property will be removed by Authority prior to occupancy:

1. Info and marker boards

2. Bunk Beds

3. Work Tables

4. (1) chain link cage

5. Floor lifts

6. Grease reels

15

7. Pressure washers (portable)

8. Pressure washers with reels and wands

9. Welding curtains

10. Personnel fans

11. Air compressors

12. Vacuum system

13. Above ground oil tanks

14. Security cameras

15. Miscellaneous equipment to include furniture, tables, chairs, cubes, refrigerators, stoves, shelves, microwaves and conference room tables

16. Electrical reels under building canopy.

16

EXHIBIT “D”

Improvement by Tenant prior to occupancy of 3505 Tchulahoma Road, Memphis, TN:

1. Installation of a 6’ high chain link fence along the boundary of the leased area as shown in EXHIBIT “B” .

Improvements by Authority prior to occupancy of 3318 Winchester Road, Memphis, TN:

1. Remove all fuel underground storage tanks (UST’s)

2. Remove fueling building, canopy and fueling island.

3. Remove all deice tanks and associated equipment.

4. Remove all metal storage buildings with the exception of the chemical storage building (2264 square feet).

5. Remove portable buildings and a small canopy (506 square feet).

6. Repave the areas affected by the UST removal.

7. Closure-in-place of Used oil tank (under floor).

Definitions:

The term “Permanent Closure” when used in this Amendment shall mean either (i) Removal: the tank, piping, and vent line are pulled from the groundin compliance with Environmental Laws; or (ii) Closure-in-place: the tank and piping are filled with an inert solid material and left in the ground incompliance with Environmental Laws.

The term “Underground storage tank” or “UST” when used in this Amendment shall mean any one or combination of tanks (including undergroundpipes connected thereto) that is used to contain an accumulation of Hazardous Substances, and the volume of which (including the volume ofunderground pipes connected thereto) is ten percent (10%) or more beneath the surface of the ground.

The term “UST system” when used in this Amendment shall mean an underground storage tank, connected underground piping, underground ancillaryequipment, and containment system, if any.

17

EXHIBIT 12.1

FEDEX CORPORATIONCOMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES

(UNAUDITED)(IN MILLIONS, EXCEPT RATIOS)

Three Months Ended August 31, Year Ended May 31,

2016 2015 2016 2015 2014 2013

2012

Earnings: Income before income taxes $ 1,142 $ 1,084 $ 2,740 $ 1,627 $ 3,658 $ 4,338 $ (444) Add back: Interest expense, net of capitalized interest 119 68 336 235 160 82 52 Amortization of debt issuance costs 3 2 8 5 4 5 5 Portion of rent expense representative of interest factor 245 237 924 908 876 864 797

Earnings as adjusted $ 1,509 $ 1,391 $ 4,008 $ 2,775 $ 4,698 $ 5,289 $ 410

Fixed Charges: Interest expense, net of capitalized interest $ 119 $ 68 $ 336 $ 235 $ 160 $ 82 $ 52 Capitalized interest 13 11 42 37 29 45 85 Amortization of debt issuance costs 3 2 8 5 4 5 5 Portion of rent expense representative of interest factor 245 237 924 908 876 864 797

$ 380 $ 318 $ 1,310 $ 1,185 $ 1,069 $ 996 $ 939

Ratio of Earnings to Fixed Charges 4.0 4.4 3.1 2.3 4.4 5.3 —

Earnings for 2012 were inadequate to cover fixed charges. Additional earnings of $529 million would have been necessary to bring the ratio for this period to1.0.

(1)

(1)

EXHIBIT 15.1

The Board of Directors and StockholdersFedEx Corporation

We are aware of the incorporation by reference in the Registration Statements (Form S-8 Nos. 333-192957, 333-171232, 333-45037, 333-71065, 333-34934, 333-100572, 333-111399, 333-121418, 333-130619, 333-156333 and Form S-3 No. 333-207036) of FedEx Corporation and in the related Prospectuses of our reportdated September 21, 2016, relating to the unaudited condensed consolidated interim financial statements of FedEx Corporation that are included in its Form 10-Qfor the quarter ended August 31, 2016.

/s/ Ernst & Young LLP

Memphis, TennesseeSeptember 21, 2016

EXHIBIT 31.1CERTIFICATION 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

I, Frederick W. Smith, certify that: 1. I have reviewed this quarterly report on Form 10-Q of FedEx Corporation (the “registrant”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements

made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial

condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; 4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act

Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant andhave:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure

that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities,particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to

provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes inaccordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of

the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal

quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and 5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s

auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to

adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over

financial reporting.

Date: September 21, 2016 /s/ Frederick W. SmithFrederick W. SmithChairman, President andChief Executive Officer

EXHIBIT 31.2CERTIFICATION 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

I, Alan B. Graf, Jr., certify that: 1. I have reviewed this quarterly report on Form 10-Q of FedEx Corporation (the “registrant”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements

made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial

condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; 4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act

Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant andhave:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure

that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities,particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to

provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes inaccordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of

the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal

quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and 5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s

auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to

adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over

financial reporting.

Date: September 21, 2016 /s/ Alan B. Graf, Jr.Alan B. Graf, Jr.Executive Vice President andChief Financial Officer

EXHIBIT 32.1

CERTIFICATION PURSUANT TO18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of FedEx Corporation (“FedEx”) on Form 10-Q for the period ended August 31, 2016 as filed with the Securities andExchange Commission on the date hereof (the “Report”), I, Frederick W. Smith, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 ofthe Sarbanes-Oxley Act of 2002, that: (1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of FedEx.

Date: September 21, 2016 /s/ Frederick W. SmithFrederick W. SmithChairman, President andChief Executive Officer

EXHIBIT 32.2

CERTIFICATION PURSUANT TO18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of FedEx Corporation (“FedEx”) on Form 10-Q for the period ended August 31, 2016 as filed with the Securities andExchange Commission on the date hereof (the “Report”), I, Alan B. Graf, Jr., certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of theSarbanes-Oxley Act of 2002, that: (1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of FedEx.

Date: September 21, 2016 /s/ Alan B. Graf, Jr.Alan B. Graf, Jr.Executive Vice President andChief Financial Officer