Mayer Erik M. 4

What Happened

Erik M. Mayer, Vice President, Clean Energy & Business Development at CF Industries (CF), received 968 shares of common stock on February 27, 2026 as the result of vested performance restricted stock units (PRSUs). The award was issued at $0.00 (i.e., no purchase price). To satisfy tax withholding on the vesting, Mayer surrendered 284 shares at $99.54 per share, generating proceeds of $28,269.

Key Details

• Transaction date: February 27, 2026; Form 4 filed March 3, 2026.
• Award: 968 shares granted/issued (code A) at $0.00.
• Tax withholding: 284 shares surrendered (code F) at $99.54, totaling $28,269.
• Net shares retained from this vesting: 968 − 284 = 684 shares.
• Footnotes: F1 — shares earned from a 2023 PRSU based on performance through 2025; F2 — shares were surrendered to the company to cover tax withholding.
• Shares owned after the transaction: not disclosed in this filing.

Context

This was a vesting of performance-based equity, not an open-market purchase or a discretionary sale. The surrender of shares to cover taxes is a routine administrative step (a cashless withholding) and should not be read as a directional trade decision by the insider.