United Airlines Holdings, Inc.·4

Mar 3, 6:02 PM ET

KIRBY J SCOTT 4

4 · United Airlines Holdings, Inc. · Filed Mar 3, 2026

Research Summary

AI-generated summary of this filing

Updated

United Airlines (UAL) CEO Kirby Scott Receives RSUs; Withholds Shares

What Happened

  • Kirby J. Scott, Chief Executive Officer of United Airlines Holdings, reported the vesting/settlement of 129,435 restricted stock units (RSUs) on February 28, 2026. Of those, 50,933 shares were withheld to satisfy tax-withholding obligations at $106.30 per share (proceeds = $5,414,178). The remaining shares (net +78,502) were delivered to Mr. Scott.
  • The filing shows the RSU settlement (reported as derivative conversions/exercises) at $0.00 per share (typical for RSU vesting) and the withholding transaction reported as a disposition at $106.30 per share.

Key Details

  • Transaction date: February 28, 2026; Form 4 filed March 3, 2026 (timely within the two-business-day reporting window).
  • Reported entries: 129,435 shares acquired on conversion/settlement of RSUs (three awards), 50,933 shares disposed to cover taxes at $106.30 (total $5,414,178).
  • Net new shares delivered to Mr. Scott after withholding: 78,502 shares (129,435 vested − 50,933 withheld).
  • Shares owned after transaction: not specified in the items you provided.
  • Footnotes of note:
    • F2–F4: The RSUs were granted in 2023, 2024 and 2025 and vest in one-third annual installments; this transaction reflects the February 28, 2026 installment.
    • F5: The 50,933-share disposition represents share withholding to satisfy tax obligations on the vested RSUs.
    • F6–F7: Some shares are held in family trusts; Mr. Scott disclaims beneficial ownership except to the extent of any pecuniary interest.
    • F8: Each RSU settles into one share of UAL common stock.
  • Transaction codes: M = exercise/conversion of derivative (used here for RSU settlement); F = tax withholding disposal.

Context

  • This is routine RSU vesting and share withholding for taxes — not an open-market sale or purchase. The reported withholding is a common, administrative step when equity awards vest.
  • Because the acquisition was RSU settlement (not a cash purchase), it should not be interpreted as a deliberate buy/sell signal by the insider beyond receipt of previously granted compensation.

Insider Transaction Report

Form 4
Period: 2026-02-28
KIRBY J SCOTT
DirectorChief Executive Officer
Transactions
  • Exercise/Conversion

    Common Stock

    [F1][F2]
    2026-02-28+49,561818,291 total
  • Exercise/Conversion

    Common Stock

    [F1][F3]
    2026-02-28+50,560868,851 total
  • Exercise/Conversion

    Common Stock

    [F1][F4]
    2026-02-28+29,314898,165 total
  • Tax Payment

    Common Stock

    [F5]
    2026-02-28$106.30/sh50,933$5,414,178847,232 total
  • Exercise/Conversion

    Restricted Stock Units

    [F8][F1][F2]
    2026-02-2849,5610 total
    Common Stock (49,561 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F8][F1][F3]
    2026-02-2850,56050,561 total
    Common Stock (50,560 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F8][F1][F4]
    2026-02-2829,31458,629 total
    Common Stock (29,314 underlying)
Holdings
  • Common Stock

    [F6]
    (indirect: See Footnote)
    5,000
  • Common Stock

    [F7]
    (indirect: See Footnote)
    8,000
Footnotes (8)
  • [F1]Represents the settlement upon vesting of restricted stock units ("RSUs") into UAL common stock.
  • [F2]The RSUs were granted on April 4, 2023 and vest in one-third (1/3) substantially equal annual installments on February 28, 2024, February 28, 2025 and February 28, 2026.
  • [F3]The RSUs were granted on February 29, 2024 and vest in one-third (1/3) substantially equal annual installments on February 28, 2025, February 28, 2026 and February 28, 2027.
  • [F4]The RSUs were granted on February 28, 2025 and vest in one-third (1/3) substantially equal annual installments on February 28, 2026, February 28, 2027 and February 28, 2028.
  • [F5]This transaction represents the withholding of shares to pay tax withholding obligations associated with the vesting of the RSU awards referenced in footnotes 2 - 4, above.
  • [F6]Represents shares held in a trust for the benefit of Mr. Kirby's children and other relatives in which Mr. Kirby serves as the trustee. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report is not an admission that the reporting person is the beneficial owner of all the reported shares for purposes of Section 16 or for any other purpose.
  • [F7]Represents shares held in a trust for the benefit of Mr. Kirby's children in which Mr. Kirby's brother serves as the trustee. The reporting person disclaims beneficial ownership of these securities, and the filing of this report is not an admission that the reporting person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
  • [F8]Each RSU represents the economic equivalent of one share of UAL common stock and shall be settled in shares of UAL common stock upon vesting.
Signature
/s/ James Cotton for J. Scott Kirby|2026-03-03

Documents

1 file
  • 4
    wk-form4_1772578963.xmlPrimary

    FORM 4