Diamond Howard 4

What Happened
Diamond Howard, EVP, Legal & Corporate Affairs of Frontier Group Holdings (ULCC), received awards and had shares withheld for taxes. On Feb 5, 2026 Howard was credited with 3,224 shares that vested from Performance Stock Units (PSUs) and was also granted 88,496 Restricted Stock Units (RSUs) (both reported at $0.00 acquisition price). On Feb 6, 2026, 1,410 shares were surrendered/withheld to cover tax liabilities at $5.65 per share, a cash value of $7,967.

Key Details

• Transaction dates: Feb 5, 2026 (PSU vesting and RSU grant), Feb 6, 2026 (tax withholding sale). Form filed Feb 9, 2026.
• Reported amounts: 3,224 shares acquired (PSUs vesting), 88,496 RSUs granted (derivative), 1,410 shares disposed/withheld at $5.65 = $7,967.
• Shares owned after transaction: not specified in the provided summary of the Form 4.
• Footnotes: F1 — PSUs were granted Feb 6, 2025 and partially vested Feb 5, 2026 based on relative total shareholder return; F2 — the 1,410-share disposal represents shares withheld to satisfy tax obligations; F3 — each RSU converts to one share; F4 — RSUs vest in three equal annual installments beginning Feb 5, 2027.
• Transaction codes: A = award/grant, F = tax withholding.

Context

• The 3,224 shares were performance-based PSUs that vested based on company performance; the 88,496 are RSUs that do not vest immediately but are scheduled to vest in installments starting Feb 5, 2027.
• The 1,410-share disposition was a routine tax-withholding event (not an open-market sale signaling intent).
• Form 4 was filed a few days after the reported vesting dates (filed Feb 9 for Feb 5–6 transactions); retail investors may want to check filing timeliness against the SEC two-business-day rule.