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Arcos Dorados (ARCO) COO discloses cash-settled phantom RSU awards

(Neutral)
(Neutral)
Form Type
3

Rhea-AI Filing Summary

Arcos Dorados Holdings Inc. Chief Operating Officer Carlos Eduardo Gonzalez Avila reported his initial holdings of cash-settled Phantom Restricted Stock Units tied to the company’s Class A common shares. These awards track the share price and dividends but will be paid in cash rather than stock when they vest.

The filing lists three Phantom RSU awards with underlying amounts of 7,522, 5,735 and 14,970 Class A common shares, scheduled to vest on May 10, 2026, May 10, 2027 and May 10, 2028, respectively. Each unit has a stated exercise price of 0.0000, reflecting their nature as cash-settled compensation, and there were no reported share purchases or sales.

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Insider Gonzalez Avila Carlos Eduardo
Role Chief Operating Officer
Type Security Shares Price Value
holding Phantom Restricted Stock Unit -- -- --
holding Phantom Restricted Stock Unit -- -- --
holding Phantom Restricted Stock Unit -- -- --
Holdings After Transaction: Phantom Restricted Stock Unit — 28,227 shares (Direct)
Footnotes (1)
  1. 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. The date exercisable and expiration date represent the vesting date for this Phantom RSU. Each Phantom RSU will be settled in cash promptly following the vesting date.

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FAQ

What does Arcos Dorados (ARCO) COO report in this Form 3 filing?

The COO reports initial holdings of Phantom Restricted Stock Units. These cash-settled awards mirror the value and dividends of Class A common shares and are scheduled to vest in 2026, 2027 and 2028, providing long-term, performance-linked compensation.

How many Phantom RSUs linked to ARCO shares does the COO hold?

The filing lists three Phantom RSU awards referencing 7,522, 5,735 and 14,970 underlying Class A common shares. These figures represent the share-equivalent units used to calculate future cash payments at vesting, rather than actual stock ownership.

When do the Arcos Dorados (ARCO) Phantom RSUs for the COO vest?

The Phantom RSUs vest on May 10 in three different years: 2026, 2027 and 2028. On each vesting date, the units are settled in cash based on the closing price of a Class A common share plus any dividends since grant.

Are the Phantom RSUs in the ARCO COO filing settled in stock or cash?

They are settled in cash, not stock. Each Phantom Restricted Stock Unit represents the cash equivalent of one Class A common share’s closing price on the vesting date plus accumulated dividends, and is paid promptly after vesting.

Does the ARCO COO Form 3 show any stock purchases or sales?

No stock purchases or sales are reported. The entries describe existing Phantom Restricted Stock Unit holdings with an exercise price of 0.0000 and future vesting dates, indicating compensation-type awards rather than open-market trading activity.
SEC Form 3
FORM 3UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0104
Estimated average burden
hours per response:0.5
1. Name and Address of Reporting Person*
Gonzalez Avila Carlos Eduardo

(Last)(First)(Middle)
RIO NEGRO 1338, FIRST FLOOR

(Street)
MONTEVIDEO11100

(City)(State)(Zip)

URUGUAY

(Country)
2. Date of Event Requiring Statement (Month/Day/Year)
03/18/2026
3. Issuer Name and Ticker or Trading Symbol
Arcos Dorados Holdings Inc. [ ARCO ]
3a. Foreign Trading Symbol
5. If Amendment, Date of Original Filed (Month/Day/Year)
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Operating Officer
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year)3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date ExercisableExpiration DateTitleAmount or Number of Shares
Phantom Restricted Stock Unit05/10/2026(1)05/10/2026(1)Class A common share7,522(1)D
Phantom Restricted Stock Unit05/10/2027(1)05/10/2027(1)Class A common share5,735(1)D
Phantom Restricted Stock Unit05/10/2028(1)05/10/2028(1)Class A common share14,970(1)D
Explanation of Responses:
1. 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. The date exercisable and expiration date represent the vesting date for this Phantom RSU. Each Phantom RSU will be settled in cash promptly following the vesting date.
Remarks:
/s/ Roman Ajzen, attorney-in-fact on behalf of Carlos Gonzalez Avila03/18/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 3: SEC 1473 (03-26)