MINICUCCI BENITO 4

What Happened Benito Minicucci, CEO and President of Alaska Air Group (ALK), had 15,486 restricted stock units (RSUs) convert to common shares on February 11, 2026. Of those vested shares, 5,832 were withheld by the issuer to satisfy tax withholding at $57.50 per share, generating $335,340 in withholding value. After the withholding, Minicucci effectively received 9,654 net shares (15,486 vested − 5,832 withheld).

Key Details

• Transaction date: 2026-02-11; Form 4 filed: 2026-02-13 (timely).
• Conversion/exercise: 15,486 RSUs converted to shares (transaction code M) at $0 exercise price.
• Tax withholding/disposition: 5,832 shares withheld (transaction code F) at $57.50 per share = $335,340.
• Net shares received: 9,654 (15,486 − 5,832). The filing does not state total shares owned after the transaction.
• Footnotes: F1 — each RSU equals one share; F2 — withheld shares were an exempt disposition to the issuer under Rule 16b-3(e) to satisfy tax withholding; F3 — these RSUs are from a 46,460-share grant made 2/11/2025 that vests in 1/3 increments on 2/11/2026, 2/11/2027, and 2/11/2028.

Context This was a routine vesting of RSUs with shares withheld to cover taxes (a net settlement/cashless-style result), not an open-market sale for investment purposes. Such tax-withholding dispositions are common when equity awards vest and do not necessarily indicate a change in the insider’s view of the company. Transaction codes: M = exercise/conversion of a derivative (RSU); F = payment of exercise price or tax liability (withholding).