Mangione Christopher Michael 4

What Happened
Christopher Michael Mangione, Sun Country's Chief Accounting Officer & VP, Finance, reported dispositions related to the company’s merger with Allegiant. On May 13, 2026 he: (a) disposed to the issuer 10,682 Sun Country shares (code D), and (b) had a derivative grant of 5,176 shares (code A) and an immediate disposition of those 5,176 derivative shares (code D). Prices are listed as N/A on the Form 4 because these transactions were part of the merger consideration rather than open-market trades. Under the merger terms, each Sun Country share converted into $4.10 in cash plus 0.1557 Allegiant shares; outstanding Sun Country RSU and PRSU awards were assumed and converted into Allegiant RSU/PRSU awards per the filing.

Key Details

• Transaction date(s): May 13, 2026. Form 4 filed May 15, 2026 (timely filing).
• Reported transactions: Disposition to issuer of 10,682 Sun Country shares; derivative grant (A) of 5,176 Allegiant-equivalent RSU shares and disposition (D) of 5,176 derivative shares — all shown as N/A price because they occurred under the merger agreement.
• Footnotes of note:
  • F1–F2: Transactions occurred pursuant to the Agreement and Plan of Merger between Sun Country and Allegiant; Sun Country is now Sun Country Airlines Holdings, LLC.
  • F3: 1,332 directly held Sun Country common shares were converted into the merger consideration (cash + Allegiant shares).
  • F4: 9,350 outstanding Sun Country RSUs were converted into Allegiant RSU awards (Parent RSU Awards).
  • F5: Performance-based RSUs were converted into Allegiant time‑based RSU awards (performance vesting removed but double‑trigger protections remain).
• Shares owned after transaction: The filing does not list a remaining direct Sun Country common-share balance post-merger; the reporting person has converted Allegiant RSU/PRSU awards as described in the footnotes.

Context
These entries reflect corporate-merger conversions and related issuer-side dispositions (not open-market selling). The derivative (A) and subsequent (D) entries reflect conversion/issuance of Allegiant RSU/PRSU awards and their immediate disposition to the issuer as recorded in the Form 4; consult the merger agreement footnotes for the mechanics and valuation (cash + Parent shares) used in the conversion. This is a transaction driven by the Allegiant merger, not an insider trade signaling a market view.