MINICUCCI BENITO 4

What Happened
Benito Minicucci, CEO & President (and Director) of Alaska Air Group (ALK), had restricted stock units (RSUs) convert to common shares on Feb 13, 2026. The Form 4 shows conversion/exercise (code M) of 39,160 and 22,720 RSU-derived shares (acquired at $0). To cover tax withholding (code F), 14,747 and 8,556 shares were withheld/disposed to the issuer at $55.27 per share, producing proceeds of $815,067 and $472,890 respectively (total withheld = 23,303 shares; total proceeds ≈ $1,287,957). These were routine tax-withholding transactions rather than open-market sales.

Key Details

• Transaction date: February 13, 2026; Form 4 filed February 17, 2026 (filed on the next business day after the federal holiday—appears timely).
• Conversions (M): 39,160 and 22,720 shares acquired at $0.
• Tax withholding (F): 14,747 and 8,556 shares withheld at $55.27 for $815,067 and $472,890 (total ≈ $1.29M).
• Shares withheld were an exempt disposition to the issuer under Rule 16b-3(e) to satisfy tax withholding obligations (footnote F2).
• Footnotes: F1 = each RSU equals one share; F3/F4 describe vesting schedule (a grant of 68,160 shares vesting in installments, with vesting activity on Feb 13, 2026).
• Shares owned after the transaction: not stated on this filing.

Context
This was a vesting/conversion of RSUs with a cashless-style tax withholding to the company—not an open-market sale. Such withholding to cover taxes is a routine administrative action and does not necessarily signal insider buying or selling intent. The Form 4 indicates standard tax withholding treatment for vested equity.