Nocella Andrew P 4

What Happened

• Andrew P. Nocella, EVP & Chief Commercial Officer of United Airlines (UAL), had restricted stock units (RSUs) vest on February 28, 2026. A total of 31,098 shares were settled into common stock (three RSU installments of 12,067; 11,849; and 7,182 shares). The RSUs have $0.00 exercise price (they convert to shares upon vesting).
• To satisfy tax withholding obligations, the company withheld 13,937 shares (reported as a “Disposition” under code F) at $106.30 per share, totaling $1,481,503. Net shares retained by Nocella from this vesting event were 17,161 (31,098 vested minus 13,937 withheld). The vested shares were worth roughly $3.31M at $106.30/share.

Key Details

• Transaction date (vesting/settlement): 2026-02-28; Form 4 filed: 2026-03-03.
• Vesting/settlement amounts: 12,067; 11,849; and 7,182 RSUs (total 31,098 shares).
• Tax withholding: 13,937 shares withheld at $106.30 = $1,481,503.
• Price reported for the derivative conversions: $0.00 per share (RSUs convert to shares on vesting).
• Shares owned after transaction: not specified in the provided filing data.
• Footnotes: RSUs were granted on 4/4/2023, 2/29/2024 and 2/28/2025 and vest in one-third installments (the 2/28/2026 installment vested); withholding represents shares used to satisfy tax obligations.
• Filing timeliness: Form filed 2026-03-03 for a 2026-02-28 report date; no late-filing indicator was provided in the data you supplied.

Context

• These were RSU vesting and settlement transactions (code M for conversion/exercise of the derivative RSU and code F for tax withholding). No open-market sale by the insider (other than shares withheld for taxes) was reported.
• RSU settlements and company withholding for taxes are routine compensation events and do not necessarily signal a personal buy or sell decision.