Hart Brett J 4

What Happened

• Brett J. Hart, President of United Airlines Holdings (UAL), had restricted stock units (RSUs) vest on Feb 28, 2026. Three RSU conversions resulted in 79,324 shares being settled into common stock (conversion price $0.00).
• To cover tax withholding obligations, 35,141 shares were withheld at an implied price of $106.30 per share, resulting in tax withholding valued at $3,735,488. Net new shares retained by Hart from this vesting = 44,183 shares.
• This was not an open-market sale — the 35,141-share disposition was for tax withholding associated with vesting (routine), not a signal of a market sale.

Key Details

• Transaction date: February 28, 2026. Form 4 filed: March 3, 2026 (covers the Feb 28 transactions).
• Shares settled (acquired): 29,972 + 31,142 + 18,210 = 79,324 shares (RSU conversions; code M in the filing).
• Shares withheld for taxes (disposed): 35,141 shares at $106.30 = $3,735,488 (tax withholding; code F).
• Net increase in Hart’s holdings from this vesting: 44,183 shares (79,324 - 35,141).
• Shares owned after transaction: Not disclosed in the provided filing details.
• Notable footnotes: Vesting represents settlement of RSUs (each RSU = one share). The RSUs stem from grants on 4/4/2023, 2/29/2024 and 2/28/2025 with multi-year vesting schedules; withholding (F5) was used to satisfy tax obligations.

Context

• These were RSU vesting and share-withholding events — common executive compensation mechanics. The derivative entries (code M) reflect conversion/settlement of RSUs to shares; the F code reflects withholding to pay taxes.
• Withholding to cover taxes is routine and should not be interpreted as an intentional market sale. Investors who track insider buying/selling should treat this as a receipt of compensation rather than a discretionary sale.