BALDEW RUBEN 4
4 · Nomad Foods Ltd · Filed May 18, 2026
Research Summary
AI-generated summary of this filing
Nomad Foods (NOMD) CFO Ruben Baldew Buys 14,731 Shares
What Happened Ruben Baldew, Chief Financial Officer of Nomad Foods Ltd (NOMD), made an open-market purchase of 14,731 ordinary shares on May 14, 2026. The weighted-average price reported for the purchase was $9.71 per share, for a total transaction value of approximately $143,069. This was a purchase (reported with transaction code P), which retail investors often view as a more informative signal than routine sales.
Key Details
- Transaction date: 2026-05-14; Form 4 filed: 2026-05-18 (filed late; Form 4s are normally due within two business days).
- Shares acquired: 14,731; reported weighted-average price: $9.71; total value ≈ $143,069.
- Price range: per footnote F1, the purchases occurred at prices ranging from $9.56 to $9.7209; the $9.71 is a weighted average across multiple trades.
- Shares owned after transaction: not specified in the supplied filing details.
- Related footnotes on the filing (F2–F8) indicate the reporting person holds additional restricted share units, performance-based share units, and option awards that vest subject to time and performance conditions through 2029–2031; these are separate from the open-market purchase reported here.
- Timeliness: Filing appears late (transaction 5/14/26; filed 5/18/26). Late filings can be viewed as a compliance lapse and may be noted by investors and regulators.
Context This Form 4 reports an outright purchase rather than an option exercise or award vesting. The filing also discloses various outstanding equity awards with performance-vesting schedules (see footnotes F2–F8), but those awards were not exercised or sold in this transaction. The purchase itself increases the insider’s direct share stake (exact post-transaction holdings were not provided), which some investors consider a positive signal, though filings do not explain the insider’s motivations.
Insider Transaction Report
- Purchase
Ordinary Shares
[F1][F2]2026-05-14$9.71/sh+14,731$143,069→ 338,882 total
- 1,850,000
Stock Options (Right to Buy)
[F3][F4]Exercise: $10.14Exp: 2031-05-07→ Ordinary Shares (1,850,000 underlying) - 44,248
Performance Based Share Units
[F5][F6]→ Ordinary Shares (44,248 underlying) - 44,696
Performance Based Share Units
[F5][F7]→ Ordinary Shares (44,696 underlying) - 119,904
Performance Based Share Units
[F5][F8]→ Ordinary Shares (119,904 underlying)
Footnotes (8)
- [F1]The price represents the weighted average purchase price for multiple transactions reported on this line. The prices of the transactions ranged form $9.56 to $9.7209, inclusive. The Reporting Person undertakes to provide the Issuer and will provide any security holder of the Issuer or the SEC staff, upon request, information regarding the number of shares purchased at each separate price within the specified range.
- [F2]Includes 184,991 Restricted Share Units which will vest on June 17, 2027.
- [F3]Subject to (i) the Reporting Person satisfying the share purchase component under the Issuer's Co-Investment and Share Option Matching Sub Plan (the "Sub Plan") between May 5, 2025 and June 5, 2027 and (ii) the Issuer's achievement of certain share price performance targets during the period beginning May 7, 2026 and ending on May 7, 2031 (the "Performance Period"), the Options will vest and become exercisable, if at all, on the later of (x) May 7, 2029 and (y) the achievement of the specified share price performance targets during the Performance Period.
- [F4]The number of options set forth herein represents the maximum number of options that are eligible to vest under the option agreement if the Issuer achieves the maximum specified share price performance target during the Performance Period and such number of options eligible to vest will be reduced to 87.5%, 75%, 50%, 20% or 0% of the number of options reported herein to the extent that the Issuer achieves one or more lower specified share price performance targets during the Performance Period.
- [F5]Each Performance Based Share Unit ("PSU") represents a contingent right to receive one Ordinary Share of the Issuer.
- [F6]These PSUs will be earned based upon the Issuer's performance during the three-year performance period. Once earned, the performance based share units will vest on February 28, 2027.
- [F7]These PSUs will be earned based upon the Issuer's performance during the three-year performance period. Once earned, the performance based share units will vest on February 28, 2028.
- [F8]These PSUs will be earned based upon the Issuer's performance during the three-year performance period. Once earned, the performance based share units will best on February 28, 2029.