Codere Online director awarded 40,000 shares

Codere Online Luxembourg, S.A. director Moshe Edree reported a grant of 40,000 Ordinary Shares on May 5, 2026 and a related disposition of 6,591 shares used to satisfy tax withholding obligations arising from equity compensation.

Rhea-AI Filing Summary

Codere Online Luxembourg, S.A. director Moshe Edree reported a grant of 40,000 Ordinary Shares on May 5, 2026 and a related disposition of 6,591 shares used to satisfy tax withholding obligations arising from equity compensation. After these transactions, he directly owns 366,460 Ordinary Shares.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Edree Moshe

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Ordinary Shares	40,000	$0.00	$0.00
Exercise Price or Tax Liability	Ordinary Shares	6,591	$8.72	$57K

Holdings After Transaction: Ordinary Shares — 366,460 shares (Direct)

Footnotes (3)

1. F1. On November 7, 2024, the Board of Directors of Codere Online Luxembourg, S.A. ("Company") awarded the Reporting Person 40,000 Restricted Stock Units ("RSUs"), effective upon the filing of a Registration Statement on Form S-8, which the Company filed on May 5, 2026. The RSUs vest equally on December 31, 2024, 2025 and 2026.
2. F2. Represents Ordinary Shares withheld by the Company to satisfy tax withholding obligations arising in connection with the vesting of the RSUs described in footnote 1. This does not represent a sale by the Reporting Person.
3. F3. Represents the average price of the Company's Ordinary Shares over the 20 trading days preceding April 29, 2026 used to determine tax withholding obligations in accordance with the equity plan.

Key Figures

Share grant: 40,000 Ordinary Shares Tax-withholding shares: 6,591 Ordinary Shares Average price for tax withholding: $8.7200 per share +1 more

4 metrics

Share grant 40,000 Ordinary Shares Non-derivative award reported on May 5, 2026

Tax-withholding shares 6,591 Ordinary Shares Shares delivered to satisfy tax obligations on May 5, 2026

Average price for tax withholding $8.7200 per share Average Ordinary Share price over 20 trading days preceding April 29, 2026

Post-transaction holdings 366,460 Ordinary Shares Direct ownership position after the reported transactions

Key Terms

Restricted Stock Units ("RSUs"), Registration Statement on Form S-8, tax withholding obligations, equity plan

4 terms

Restricted Stock Units ("RSUs") financial

"awarded the Reporting Person 40,000 Restricted Stock Units ("RSUs"), effective upon"

Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.

Registration Statement on Form S-8 regulatory

"effective upon the filing of a Registration Statement on Form S-8, which the Company filed"

A registration statement on Form S-8 is the U.S. Securities and Exchange Commission filing companies use to register shares they intend to grant to employees, directors, consultants or benefit plans under stock compensation programs. It matters to investors because it signals potential issuance of new shares tied to pay and incentives, which can increase the total shares outstanding — like adding more slices to a pie — reducing each existing share’s ownership and potentially affecting earnings per share and stock value.

tax withholding obligations financial

"Ordinary Shares withheld by the Company to satisfy tax withholding obligations arising in connection"

equity plan financial

"used to determine tax withholding obligations in accordance with the equity plan."

An equity plan is a company program that gives employees, executives or directors a stake in the business through stock, stock options or similar ownership awards, like handing out slices of a pie to people who help bake it. It matters to investors because these grants can motivate key personnel and align their interests with shareholders, but they also increase the number of shares over time and can dilute existing ownership and affect reported earnings.

FAQ

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

What did Codere Online (CDRO) director Moshe Edree report in this Form 4?

Moshe Edree reported a grant of 40,000 Ordinary Shares and a related disposition of 6,591 shares used for tax withholding. Following these equity compensation transactions, he directly owns 366,460 Ordinary Shares in Codere Online Luxembourg, S.A.

How many Codere Online (CDRO) shares were granted to Moshe Edree?

The filing shows a non-derivative grant of 40,000 Ordinary Shares to director Moshe Edree on May 5, 2026. These shares relate to previously awarded Restricted Stock Units (RSUs) that became effective upon the company’s registration on Form S-8.

What are the tax-withholding shares in Codere Online (CDRO)’s insider report?

The Form 4 includes a transaction coded “F” for 6,591 Ordinary Shares, designated as a tax-withholding disposition. The company withheld these shares to satisfy tax withholding obligations associated with Edree’s equity compensation rather than a market sale.

How many Codere Online (CDRO) shares does Moshe Edree own after the transactions?

After accounting for the reported grant and tax-withholding disposition, Moshe Edree’s direct holdings total 366,460 Ordinary Shares of Codere Online Luxembourg, S.A., as reflected in the post-transaction ownership data attached to this insider report.

Were Moshe Edree’s Codere Online (CDRO) transactions under a Rule 10b5-1 plan?

The document’s Rule 10b5-1 checkbox is not marked as affirmative, indicating the grant and tax-withholding disposition were not identified as occurring pursuant to a pre-arranged trading plan in this filing.

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

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Accepted by SEC EDGAR 05/07/2026 - 04:16 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^*

Edree Moshe

(Last) (First) (Middle)

7 RUE ROBERT STUMPER

(Street)

LUXEMBOURG GRAND DUCHY OF LUXEMBOURG L-2557

(City) (State) (Zip)

LUXEMBOURG

(Country)

2. Issuer Name and Ticker or Trading Symbol
Codere Online Luxembourg, S.A. [ CDRO ]

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)
05/05/2026

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
Ordinary Shares	05/05/2026		A		40,000(1)	A	$0	373,051	D
Ordinary Shares	05/05/2026		F		6,591(2)	D	$8.72(3)	366,460	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. On November 7, 2024, the Board of Directors of Codere Online Luxembourg, S.A. ("Company") awarded the Reporting Person 40,000 Restricted Stock Units ("RSUs"), effective upon the filing of a Registration Statement on Form S-8, which the Company filed on May 5, 2026. The RSUs vest equally on December 31, 2024, 2025 and 2026.

2. Represents Ordinary Shares withheld by the Company to satisfy tax withholding obligations arising in connection with the vesting of the RSUs described in footnote 1. This does not represent a sale by the Reporting Person.

3. Represents the average price of the Company's Ordinary Shares over the 20 trading days preceding April 29, 2026 used to determine tax withholding obligations in accordance with the equity plan.

	/s/ Yaiza Maria Rodriguez Robles, attorney-in-fact	05/07/2026
	** 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)