Will W Anthony 4
4 · CF Industries Holdings, Inc. · Filed Mar 3, 2026
Research Summary
AI-generated summary of this filing
CF Industries (CF) Director Will W. Anthony Sells ~255K Shares
What Happened
- Will W. Anthony, a CF Industries director and the company's former president & CEO, sold a total of 255,423 CF shares in multiple open-market transactions between Feb 27 and Mar 2, 2026, for aggregate proceeds of about $26.16 million. Prices on those sales ranged from roughly $99.00 to $107.16 per share.
- On Feb 27, 2026 Anthony also received 40,647 shares upon the vesting of performance restricted stock units (PRSUs) granted in 2023 (no cash purchase price). He surrendered 18,007 shares to the company to satisfy tax withholding on the vesting.
Key Details
- Transaction dates and price ranges:
- Feb 27, 2026: sold 100,000 shares (weighted avg $99.06) and 1,148 shares ($100.00); received 40,647 PRSU shares (vested) and surrendered 18,007 shares for tax withholding.
- Mar 2, 2026: sold 44,344 shares ($103.61), 45,870 shares ($105.52), 44,104 shares ($106.59) and 1,950 shares ($107.04). Reported prices are weighted averages; individual trade price ranges are noted in the filing.
- Total sold: 255,423 shares; total proceeds reported ≈ $26,157,597. Total acquired via vesting: 40,647 PRSU shares (reported at $0 acquisition price).
- Shares owned after transaction: Not specified in the provided excerpt — see the full Form 4 for current beneficial ownership.
- Notable footnotes:
- F3: 40,647 shares reflect PRSUs earned for the 2023 award based on performance through Dec 31, 2025.
- F4: 18,007 shares surrendered to cover tax withholding upon vesting.
- Other footnotes (F1, F2, F5–F8) explain that reported sale prices are weighted averages over multiple transactions and provide the price ranges.
- Timeliness: The Form 4 was filed on Mar 3, 2026 for transactions dated Feb 27 and Mar 2, 2026. That filing date is within the typical two-business-day Form 4 deadline and therefore appears timely.
Context
- The 40,647 shares were issued on vesting of performance awards (PRSUs); the simultaneous surrender of shares to cover taxes is a routine administrative step commonly seen when awards vest.
- The filing shows significant open-market sales by the insider; sales do not by themselves indicate management sentiment. Purchases are generally more informative of bullish insider conviction.
- Transaction codes in the filing: S = Sale, A = Award/Grant, F = Payment of exercise price or tax liability (share surrender).
Insider Transaction Report
Form 4
Will W Anthony
DirectorOther
Transactions
- Sale
Common stock, par value $0.01 per share
[F1]2026-02-27$99.06/sh−100,000$9,906,350→ 373,059 total - Sale
Common stock, par value $0.01 per share
[F2]2026-02-27$100.00/sh−1,148$114,803→ 371,911 total - Award
Common stock, par value $0.01 per share
[F3]2026-02-27+40,647→ 412,558 total - Tax Payment
Common stock, par value $0.01 per share
[F4]2026-02-27$99.54/sh−18,007$1,792,417→ 394,551 total - Sale
Common stock, par value $0.01 per share
[F5]2026-03-02$103.61/sh−44,344$4,594,273→ 350,207 total - Sale
Common stock, par value $0.01 per share
[F6]2026-03-02$105.52/sh−45,870$4,840,152→ 304,337 total - Sale
Common stock, par value $0.01 per share
[F7]2026-03-02$106.59/sh−44,104$4,700,878→ 260,233 total - Sale
Common stock, par value $0.01 per share
[F8]2026-03-02$107.04/sh−1,950$208,724→ 258,283 total
Footnotes (8)
- [F1]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $99.0000 to $99.3100, inclusive. The reporting person undertakes to provide to CF Industries Holdings, Inc., any security holder of CF Industries Holdings, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within that range.
- [F2]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $100.0000 to $100.0100, inclusive. The reporting person undertakes to provide to CF Industries Holdings, Inc., any security holder of CF Industries Holdings, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within that range.
- [F3]Reflects shares of common stock earned pursuant to a performance restricted stock unit (PRSU) award granted in 2023, as determined by the Compensation and Management Development Committee based on pre-established performance metrics for the three-year performance period ended December 31, 2025.
- [F4]The reporting person surrendered shares of common stock to the company in order to fulfill tax withholding obligations upon the vesting of performance restricted stock units (PRSUs).
- [F5]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $103.3700 to $104.0300, inclusive. The reporting person undertakes to provide to CF Industries Holdings, Inc., any security holder of CF Industries Holdings, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within that range.
- [F6]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $105.0000 to $105.9900, inclusive. The reporting person undertakes to provide to CF Industries Holdings, Inc., any security holder of CF Industries Holdings, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within that range.
- [F7]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $106.0000 to $106.9700, inclusive. The reporting person undertakes to provide to CF Industries Holdings, Inc., any security holder of CF Industries Holdings, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within that range.
- [F8]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $107.0000 to $107.1600, inclusive. The reporting person undertakes to provide to CF Industries Holdings, Inc., any security holder of CF Industries Holdings, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within that range.
Signature
/s/ Michael P. McGrane, by power of attorney|2026-03-03