BigBear.ai CFO has 9,759 shares withheld for taxes

BigBear.ai Holdings, Inc. Chief Financial Officer Sean Raymond Ricker reported a routine tax-withholding transaction related to equity compensation.

Rhea-AI Filing Summary

BigBear.ai Holdings, Inc. Chief Financial Officer Sean Raymond Ricker reported a routine tax-withholding transaction related to equity compensation. On the vesting of restricted stock units, 9,759 shares of common stock were withheld at $4.20 per share to satisfy tax obligations, rather than sold on the open market. After this disposition, he directly holds 602,962 shares of BigBear.ai common stock, which include 3,465 shares acquired under the company’s Employee Stock Purchase Plan on May 29, 2026.

Insider Trade Summary

Exercise Price or Tax Liability: 9,759 shares

Exercise Price or Tax Liability 1 txn

Insider Ricker Sean Raymond

Role Chief Financial Officer

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Common Stock	9,759	$4.20	$41K

Holdings After Transaction: Common Stock — 602,962 shares (Direct)

Footnotes (2)

1. F1. Represents shares withheld to satisfy tax withholding obligations on vesting of restricted stock units.
2. F2. Includes 3,465 shares acquired under the BigBear.ai Holdings, Inc. Employee Stock Purchase Plan on May 29, 2026.

Key Figures

Tax-withheld shares: 9,759 shares Reported share value: $4.20 per share Post-transaction holdings: 602,962 shares +1 more

4 metrics

Tax-withheld shares 9,759 shares Shares withheld to satisfy RSU tax obligations

Reported share value $4.20 per share Value used for tax-withholding disposition

Post-transaction holdings 602,962 shares CFO direct ownership after transaction

ESPP shares included 3,465 shares Acquired under Employee Stock Purchase Plan on May 29, 2026

Key Terms

restricted stock units, Employee Stock Purchase Plan, tax withholding obligations

3 terms

restricted stock units financial

"Represents shares withheld to satisfy tax withholding obligations on vesting of restricted stock units."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

Employee Stock Purchase Plan financial

"Includes 3,465 shares acquired under the BigBear.ai Holdings, Inc. Employee Stock Purchase Plan on May 29, 2026."

An employee stock purchase plan is a company program that lets workers buy shares through small payroll deductions, often at a discount to the market price and after a set offering period. Think of it like a workplace savings plan that turns into ownership: it encourages employees to share in the company’s success and can create predictable buying or selling of stock that investors watch because it affects supply, demand and employee incentives.

tax withholding obligations financial

"Represents shares withheld to satisfy tax withholding obligations on vesting of restricted stock units."

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did BigBear.ai (BBAI) report for its CFO?

BigBear.ai’s CFO Sean Raymond Ricker reported a tax-withholding disposition of 9,759 common shares. These shares were withheld upon restricted stock unit vesting to cover taxes, not sold in an open-market trade.

Did the BigBear.ai (BBAI) CFO sell shares in the open market?

No. The 9,759 BigBear.ai shares were withheld for tax obligations linked to restricted stock unit vesting. This is a standard, non-market transaction and does not represent an open-market sale decision.

How many BigBear.ai (BBAI) shares does the CFO hold after this filing?

After the tax-withholding disposition, the CFO directly holds 602,962 shares of BigBear.ai common stock. This total includes shares from prior awards and purchases disclosed in the filing.

What price per share was used for the BigBear.ai (BBAI) tax-withholding transaction?

The tax-withholding disposition used a value of $4.20 per share for the 9,759 BigBear.ai common shares. This figure is used solely for reporting the value of shares withheld to satisfy tax obligations.

What is the significance of the ESPP shares in the BigBear.ai (BBAI) filing?

The filing notes the CFO’s holdings include 3,465 shares acquired under BigBear.ai’s Employee Stock Purchase Plan on May 29, 2026. This clarifies that part of his stake comes from employee share purchase participation.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 06/09/2026 - 04:30 PM EDT Learn about SEC filing dates

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^*

Ricker Sean Raymond

(Last) (First) (Middle)

C/O BIGBEAR AI HOLDINGS, INC.

7950 JONES BRANCH DRIVE

(Street)

MCLEAN VIRGINIA 22102

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
BigBear.ai Holdings, Inc. [ BBAI ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/06/2026

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
Common Stock	06/06/2026		F		9,759(1)	D	$4.2	602,962(2)	D

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

Explanation of Responses:

1. Represents shares withheld to satisfy tax withholding obligations on vesting of restricted stock units.

2. Includes 3,465 shares acquired under the BigBear.ai Holdings, Inc. Employee Stock Purchase Plan on May 29, 2026.

Remarks:

	/s/ Sean Ricker	06/09/2026
	** 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)