Arcos Dorados (ARCO) director receives 4,435 Phantom RSUs as cash-settled award

Rhea-AI Filing Summary

Berman Martin Karla Paola reported acquisition or exercise transactions in this Form 4 filing.

Arcos Dorados Holdings Inc. director Karla Paola Berman Martin received a grant of Phantom Restricted Stock Units as compensation. She was awarded 4,435 Phantom RSUs, each linked to the value of one Class A common share on the vesting date, plus any dividends since the grant date.

The Phantom RSUs were issued under the company’s Phantom RSU compensation policy and did not involve any cash payment by the director. Following this grant, she holds 4,435 Phantom RSUs directly, which are scheduled to vest or be settled around April 30, 2027.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Berman Martin Karla Paola

Role null

Type	Security	Shares	Price	Value
Grant/Award	Phantom Restricted Stock Unit	4,435	$0.00	--

Holdings After Transaction: Phantom Restricted Stock Unit — 4,435 shares (Direct, null)

Footnotes (1)

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 Phantom RSUs were issued pursuant to the issuer's Phantom RSU compensation policy, without any instruction from the reporting person.

Key Figures

Phantom RSUs granted: 4,435 units Price per Phantom RSU: $0.0000 Underlying shares: 4,435 Class A common shares +2 more

5 metrics

Phantom RSUs granted 4,435 units Grant of Phantom Restricted Stock Units on May 10, 2026

Price per Phantom RSU $0.0000 Award granted at no cash cost to director

Underlying shares 4,435 Class A common shares Units reference Class A common share value at vesting

Post-award Phantom RSUs held 4,435 units Total Phantom RSUs following transaction

Vesting/settlement date April 30, 2027 Exercise and expiration date for Phantom RSUs

Key Terms

Phantom Restricted Stock Unit, Phantom RSU compensation policy, Class A common share

3 terms

Phantom Restricted Stock Unit financial

"Each Phantom Restricted Stock Unit ("Phantom RSU") represents the cash equivalent of the closing price of one Class A common share"

Phantom RSU compensation policy financial

"The Phantom RSUs were issued pursuant to the issuer's Phantom RSU compensation policy, without any instruction from the reporting person"

Class A common share financial

"represents the cash equivalent of the closing price of one Class A common share on the vesting date"

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Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Berman Martin Karla Paola

(Last) (First) (Middle)

RIO NEGRO 1338, FIRST FLOOR

(Street)

MONTEVIDEO 11100

(City) (State) (Zip)

URUGUAY

(Country)

2. Issuer Name and Ticker or Trading Symbol
Arcos Dorados Holdings Inc. [ ARCO ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/10/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Phantom Restricted Stock Unit	(1)(2)	05/10/2026		A		4,435		04/30/2027	04/30/2027	Class A common share	4,435	(1)	4,435	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.

2. The Phantom RSUs were issued pursuant to the issuer's Phantom RSU compensation policy, without any instruction from the reporting person.

Remarks:

	/s/ Roman Ajzen, attorney-in-fact on behalf of Karla Paola Berman Martin	05/12/2026
	** Signature of Reporting Person	Date
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 4 (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 4: SEC 1474 (03-26)

FAQ

What did Arcos Dorados (ARCO) disclose in this Form 4 for Karla Paola Berman Martin?

Arcos Dorados reported that director Karla Paola Berman Martin received a grant of 4,435 Phantom Restricted Stock Units. These units are part of the company’s compensation policy and give her cash-settled value tied to the Class A common share at vesting, plus any dividends.

How many Phantom Restricted Stock Units did the ARCO director receive?

The director received 4,435 Phantom Restricted Stock Units. After this award, her total Phantom RSU holdings shown in the filing are 4,435 units, all directly held. The award reflects compensation rather than an open-market purchase or sale of Arcos Dorados Class A common shares.

How are Arcos Dorados Phantom RSUs valued for this award?

Each Phantom RSU represents the cash equivalent of the closing price of one Class A common share on the vesting date. It also includes any dividends paid on the Class A common share, if any, between the grant date and vesting, aligning the award’s value with shareholder returns.

When do the Phantom RSUs granted to the ARCO director vest or settle?

The Phantom RSUs have an exercise and expiration date of April 30, 2027. This means the cash value based on the Class A common share price, plus any dividends since grant, is determined around that date, consistent with the company’s Phantom RSU compensation policy terms.

Did the ARCO director pay anything to receive these Phantom RSUs?

No, the director did not pay to receive these Phantom RSUs. The filing shows a price per unit of 0.0000 and states they were issued under Arcos Dorados’ Phantom RSU compensation policy, indicating they are a non-cash equity-linked compensation award rather than a market transaction.