Arcos Dorados Holdings Inc.·4

May 4, 1:51 PM ET

De Luca Cristina Presz Palmaka 4

4 · Arcos Dorados Holdings Inc. · Filed May 4, 2026

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Arcos Dorados (ARCO) Director De Luca Settles Phantom RSUs for $44.5K

What Happened
Cristina De Luca, a director of Arcos Dorados Holdings Inc. (ARCO), had 4,988 Phantom Restricted Stock Units (Phantom RSUs) vest on April 30, 2026. The units were settled in cash and reported as the exercise/settlement of an in‑the‑money derivative equivalent to 4,988 shares at $8.92 per share, producing total cash proceeds of $44,493. This was a cash settlement of an award (not a market purchase) and therefore is a routine payout rather than an open‑market buy.

Key Details

  • Transaction date: April 30, 2026; Form 4 filed May 4, 2026 (timely filing).
  • Reported amounts: 4,988 share‑equivalents settled at $8.92/share for total cash of $44,493.
  • Shares owned after transaction: Not reported on the filing; settlement was in cash (no new Class A shares were received by the reporting person).
  • Footnotes: F1—each Phantom RSU equals the cash value of one Class A share plus dividends; F2—Phantom RSUs vested and were settled in cash automatically without instruction from the reporting person.
  • Transaction type: derivative exercise/settlement of Phantom RSUs (cash settlement), recorded as both exercise and disposition entries on the Form 4.

Context
Phantom RSUs pay the cash value of shares at vesting and are commonly used for compensation and tax withholding; they do not necessarily reflect buying or selling motivations. Because this was an automatic cash settlement of an award (not an open‑market sale of previously held shares), it should be viewed as routine compensation/payment rather than an independent insider purchase or speculative sell signal.

Insider Transaction Report

Form 4
Period: 2026-04-30
Transactions
  • Exercise of In-Money

    Class A common share

    [F1]
    2026-04-30+4,9884,988 total
  • Exercise of In-Money

    Class A common share

    2026-04-30$8.92/sh4,988$44,4930 total
  • Exercise of In-Money

    Phantom Restricted Stock Unit

    [F1][F2]
    2026-04-304,9880 total
    From: 2026-04-30Exp: 2026-04-30Class A common share (4,988 underlying)
Footnotes (2)
  • [F1]Each Phantom Restricted Stock Unit ("Phantom RSU") represents the cash equivalent of the closing price of one Class A common share on the vesting date, plus any dividends paid on the Class A common share, if any, since the grant date.
  • [F2]On April 30, 2026, the Phantom RSUs vested and were settled in cash automatically pursuant to the issuer's Phantom RSU Award Agreement, without any instruction from the reporting person.
Signature
/s/ Roman Ajzen, attorney-in-fact on behalf of Cristina Palmaka|2026-05-04

Documents

1 file
  • 4
    wk-form4_1777917091.xmlPrimary

    FORM 4