Wetzel Josh A 4

4 · Frontier Group Holdings, Inc. · Filed Feb 10, 2026

AI-generated summary of this filing

Updated Feb 10, 2026

Frontier (ULCC) VP Josh Wetzel Receives Shares via RSU Vesting

What Happened

Josh A. Wetzel, Vice President & Chief Accounting Officer of Frontier Group Holdings (ULCC), had Restricted Stock Units (RSUs) vest on February 6 and February 8, 2026. The vesting resulted in the conversion of derivative awards into shares: gross issuances of 12,874 shares (4,635 on Feb 6; 3,337 and 4,902 on Feb 8). The company withheld 4,441 shares to satisfy tax withholding obligations (1,599 on Feb 6; 1,691 and 1,151 on Feb 8), leaving Wetzel with a net 8,433 shares. Withheld shares had reported values of $9,034, $11,025 and $7,505 respectively (total ~$27,564).
These filings reflect settlement of RSUs upon vesting (not open-market sales). Several entries show derivative conversion (code M) with corresponding withholding entries (code F) to cover taxes; the $0.00 derivative “dispositions” reflect conversion of the award into shares rather than a cash sale.

Key Details

Transaction dates: Feb 6, 2026 and Feb 8, 2026; filing date: Feb 10, 2026.
Gross shares converted: 12,874; shares withheld for taxes: 4,441; net shares received: 8,433.
Withheld-share values reported: $9,034 (1,599 @ $5.65), $11,025 (1,691 @ $6.52), $7,505 (1,151 @ $6.52); total ~$27,564.
Shares owned after the transactions: not specified in the reported items.
Footnotes: RSUs represent a contingent right to one common share each; the withheld shares were used solely to satisfy tax withholding and do not represent sales by Wetzel. The filing states the RSUs settled on these dates (footnotes indicate vesting/settlement and withholding details).
Filing timeliness: Form 4 was filed on Feb 10, 2026, disclosing the Feb 6–8 transactions; the filing does not indicate a late-report status.

Context

These transactions are the routine settlement of RSUs upon vesting. The derivative entries (M) show conversion/settlement of awards rather than option purchases or sales; withheld shares (F) are a cashless way to satisfy tax obligations, not market sales by the insider.
For retail investors: award vesting increases an insider’s direct holdings but is not a market purchase signal; withheld shares reduce the net issued to the insider and are common practice for tax purposes.

Form 4

Period: 2026-02-06

VP & CAO

Transactions

Exercise/Conversion
Common Stock
[F1][F2]
2026-02-08+3,337→ 26,712 total
Exercise/Conversion
Common Stock
[F1][F2]
2026-02-06+4,635→ 21,763 total
Tax Payment
Common Stock
[F3]
2026-02-06$5.65/sh−1,599$9,034→ 20,164 total
Exercise/Conversion
Common Stock
[F1][F2]
2026-02-08+4,902→ 25,066 total
Tax Payment
Common Stock
[F4]
2026-02-08$6.52/sh−1,691$11,025→ 23,375 total
Tax Payment
Common Stock
[F4]
2026-02-08$6.52/sh−1,151$7,505→ 25,561 total
Exercise/Conversion
Restricted Stock Units
[F2][F5]
2026-02-06−4,635→ 9,271 total
→ Common Stock (4,635 underlying)
Exercise/Conversion
Restricted Stock Units
[F2][F6]
2026-02-08−4,902→ 0 total
→ Common Stock (4,902 underlying)
Exercise/Conversion
Restricted Stock Units
[F2][F6]
2026-02-08−3,337→ 0 total
→ Common Stock (3,337 underlying)

Footnotes (6)

[F1]Relates solely to the settlement of previously granted Restricted Stock Units upon vesting. No shares were sold by the Reporting Person.
[F2]Each Restricted Stock Unit represents a contingent right to receive one share of Issuer Common Stock. The Restricted Stock Units have no expiration date.
[F3]Represents shares of Issuer Common Stock withheld by the Issuer solely to satisfy tax withholding obligations in connection with the net issuance of shares of Issuer Common Stock delivered to the Reporting on February 6, 2026, from the vesting of Restricted Stock Units, and does not represent a sale by the Reporting Person.
[F4]Represents shares of Issuer Common Stock withheld by the Issuer solely to satisfy tax withholding obligations in connection with the net issuance of shares of Issuer Common Stock delivered to the Reporting Person on February 8, 2026, from the vesting of Restricted Stock Units, and does not represent a sale by the Reporting Person.
[F5]The remaining Restricted Stock Units vest in two substantially equal annual installments beginning on February 6, 2027.
[F6]The Restricted Stock Units have fully vested as of February 8, 2026.

Signature

/s/ Howard Diamond, as Attorney-in-fact for Josh A. Wetzel|2026-02-10

1 file