Peterson Gail 4
4 · Sun Country Airlines Holdings, LLC · Filed May 15, 2026
Research Summary
AI-generated summary of this filing
Sun Country (SNCY) Director Gail Peterson Disposes 34,278 Shares
What Happened
- Gail Peterson, a director of Sun Country Airlines Holdings, LLC, recorded a disposition of 34,278 Sun Country shares on May 13, 2026. The disposition occurred as part of the merger with Allegiant: outstanding Sun Country common shares and vested RSUs were converted into merger consideration rather than an open‑market sale.
- The filing shows the converted consideration consisted of $4.10 in cash per Sun Country share and 0.1557 shares of Allegiant common stock per Sun Country share. Based on the reported share counts (23,888 direct shares + 10,390 RSUs), that equals approximately $140,540 in cash and about 5,337 Allegiant shares in aggregate.
Key Details
- Transaction date: May 13, 2026 (reported on Form 4 filed May 15, 2026).
- Transaction type: Disposition to issuer (conversion pursuant to merger agreement), not an open‑market sale.
- Consideration: $4.10 cash per Sun Country share + 0.1557 Allegiant shares per Sun Country share.
- Shares affected: 23,888 directly held common shares + 10,390 restricted stock units = 34,278 total.
- Shares owned after transaction: No remaining Sun Country common shares reported; reporting person received merger consideration (cash + Allegiant shares) instead.
- Notable footnotes: RSUs vested and were cancelled and converted into the merger consideration (footnotes F3–F4). The company is now Sun Country Airlines Holdings, LLC following the merger (F1–F2).
- Filing timeliness: Transaction date May 13; Form 4 filed May 15 (within the typical 2‑business‑day reporting window).
Context
- This was a corporate merger conversion (Sun Country merged into Allegiant subsidiaries). Dispositions here reflect conversion into merger consideration, not a sale signaling market view by the insider. For retail investors, such transactions primarily document how insider equity was treated in the deal (cash + parent company shares) rather than an independent trade.
Insider Transaction Report
Form 4Exit
Peterson Gail
Director
Transactions
- Disposition to Issuer
COMMON STOCK
[F1][F2][F3][F4]2026-05-13−34,278→ 0 total
Footnotes (4)
- [F1]On May 13, 2026, pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of January 11, 2026, by and among Sun Country Airlines Holdings, Inc. ("Sun Country" ), Allegiant Travel Company ("Allegiant"), Mirage Merger Sub, Inc. ("Merger Sub 1") and a direct wholly owned subsidiary of Allegiant, Sawdust Merger Sub, LLC ("Merger Sub 2"), a direct wholly owned subsidiary of Allegiant: (a) Merger Sub 1 merged with and into Sun Country (the "First Merger"), with Sun Country surviving the First Merger as a direct wholly owned subsidiary of Allegiant and (b) immediately after the First Merger, Sun Country merged with and into Merger Sub 2, with Merger Sub 2 surviving as a direct, wholly owned subsidiary of Allegiant (the "Second Merger" and, together with the First Merger, the "Mergers"). All terms capitalized but not defined herein shall have the meaning given to them in the Merger Agreement.
- [F2](Continued from footnote 1) Following consummation of the Mergers, Sun Country Airlines Holdings, Inc. is now known as Sun Country Airlines Holdings, LLC.
- [F3]Reflects 23,888 shares of Sun Country common stock ("Company Shares"), par value $0.01 per share, held directly by the reporting person, which, as of the effective time of the First Merger (the "First Effective Time") were converted into the right to receive (a) $4.10 in cash, without interest (the "Per Share Cash Consideration") and (b) 0.1557 (the "Merger Exchange Ratio") shares of Allegiant common stock ("Parent Shares"), par value $0.001 per share (the "Per Share Stock Consideration" and, together with the Per Share Cash Consideration, the "Merger Consideration").
- [F4]Reflects each outstanding Sun Country restricted stock unit award ("Company RSU Award") consisting of 10,390 restricted stock units previously granted to the reporting person, which, as of immediately prior to the First Effective Time, such Company RSU Awards became fully vested (to the extent not yet vested) and were cancelled and converted into the right to receive the Merger Consideration.
Signature
/s/ Rose Neale, as attorney-in-fact for Gail Peterson|2026-05-15