STOCK TITAN

CF Industries (NYSE: CF) ex-CEO unloads 237,416 common shares

Filing Impact
(Very High)
Filing Sentiment
(Very Negative)
Form Type
4

Rhea-AI Filing Summary

CF Industries Holdings director and former President & CEO Will W. Anthony reported a net sale of 237,416 shares of common stock. On February 27, 2026, he received 40,647 shares as a performance restricted stock unit award and surrendered 18,007 shares to cover tax withholding.

Also on February 27 and on March 2, 2026, he executed open-market sales totaling 237,416 shares at weighted average prices ranging from $99.0000 to $107.1600 per share. Following these transactions, he directly owned 258,283 shares of CF Industries common stock.

Positive

  • None.

Negative

  • None.
Insider Will W Anthony
Role Director
Sold 237,416 shs ($24.37M)
Type Security Shares Price Value
Sale Common stock, par value $0.01 per share 44,344 $103.6053 $4.59M
Sale Common stock, par value $0.01 per share 45,870 $105.5189 $4.84M
Sale Common stock, par value $0.01 per share 44,104 $106.5862 $4.70M
Sale Common stock, par value $0.01 per share 1,950 $107.0377 $209K
Sale Common stock, par value $0.01 per share 100,000 $99.0635 $9.91M
Sale Common stock, par value $0.01 per share 1,148 $100.0022 $115K
Grant/Award Common stock, par value $0.01 per share 40,647 $0.00 --
Tax Withholding Common stock, par value $0.01 per share 18,007 $99.54 $1.79M
Holdings After Transaction: Common stock, par value $0.01 per share — 350,207 shares (Direct)
Footnotes (1)
  1. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $99.0000 to $99.3100, inclusive. The reporting person undertakes to provide to CF Industries Holdings, Inc., any security holder of CF Industries Holdings, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within that range. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $100.0000 to $100.0100, inclusive. The reporting person undertakes to provide to CF Industries Holdings, Inc., any security holder of CF Industries Holdings, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within that range. Reflects shares of common stock earned pursuant to a performance restricted stock unit (PRSU) award granted in 2023, as determined by the Compensation and Management Development Committee based on pre-established performance metrics for the three-year performance period ended December 31, 2025. The reporting person surrendered shares of common stock to the company in order to fulfill tax withholding obligations upon the vesting of performance restricted stock units (PRSUs). The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $103.3700 to $104.0300, inclusive. The reporting person undertakes to provide to CF Industries Holdings, Inc., any security holder of CF Industries Holdings, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within that range. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $105.0000 to $105.9900, inclusive. The reporting person undertakes to provide to CF Industries Holdings, Inc., any security holder of CF Industries Holdings, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within that range. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $106.0000 to $106.9700, inclusive. The reporting person undertakes to provide to CF Industries Holdings, Inc., any security holder of CF Industries Holdings, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within that range. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $107.0000 to $107.1600, inclusive. The reporting person undertakes to provide to CF Industries Holdings, Inc., any security holder of CF Industries Holdings, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within that range.
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*
Will W Anthony

(Last) (First) (Middle)
C/O CF INDUSTRIES HOLDINGS, INC.
2375 WATERVIEW DRIVE

(Street)
NORTHBROOK IL 60062

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
CF Industries Holdings, Inc. [ CF ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) X Other (specify below)
Former President & CEO
3. Date of Earliest Transaction (Month/Day/Year)
02/27/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
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, par value $0.01 per share 02/27/2026 S 100,000 D $99.0635(1) 373,059 D
Common stock, par value $0.01 per share 02/27/2026 S 1,148 D $100.0022(2) 371,911 D
Common stock, par value $0.01 per share 02/27/2026 A 40,647(3) A $0 412,558 D
Common stock, par value $0.01 per share 02/27/2026 F 18,007(4) D $99.54 394,551 D
Common stock, par value $0.01 per share 03/02/2026 S 44,344 D $103.6053(5) 350,207 D
Common stock, par value $0.01 per share 03/02/2026 S 45,870 D $105.5189(6) 304,337 D
Common stock, par value $0.01 per share 03/02/2026 S 44,104 D $106.5862(7) 260,233 D
Common stock, par value $0.01 per share 03/02/2026 S 1,950 D $107.0377(8) 258,283 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. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $99.0000 to $99.3100, inclusive. The reporting person undertakes to provide to CF Industries Holdings, Inc., any security holder of CF Industries Holdings, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within that range.
2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $100.0000 to $100.0100, inclusive. The reporting person undertakes to provide to CF Industries Holdings, Inc., any security holder of CF Industries Holdings, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within that range.
3. Reflects shares of common stock earned pursuant to a performance restricted stock unit (PRSU) award granted in 2023, as determined by the Compensation and Management Development Committee based on pre-established performance metrics for the three-year performance period ended December 31, 2025.
4. The reporting person surrendered shares of common stock to the company in order to fulfill tax withholding obligations upon the vesting of performance restricted stock units (PRSUs).
5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $103.3700 to $104.0300, inclusive. The reporting person undertakes to provide to CF Industries Holdings, Inc., any security holder of CF Industries Holdings, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within that range.
6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $105.0000 to $105.9900, inclusive. The reporting person undertakes to provide to CF Industries Holdings, Inc., any security holder of CF Industries Holdings, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within that range.
7. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $106.0000 to $106.9700, inclusive. The reporting person undertakes to provide to CF Industries Holdings, Inc., any security holder of CF Industries Holdings, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within that range.
8. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $107.0000 to $107.1600, inclusive. The reporting person undertakes to provide to CF Industries Holdings, Inc., any security holder of CF Industries Holdings, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within that range.
/s/ Michael P. McGrane, by power of attorney 03/03/2026
** 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.
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FAQ

What insider transactions did CF (CF Industries Holdings) disclose for Will W. Anthony?

CF Industries reported that director and former President & CEO Will W. Anthony had multiple insider transactions, including a net sale of 237,416 common shares and an equity award of 40,647 shares, along with 18,007 shares surrendered to cover tax withholding obligations.

How many CF (CF Industries) shares did Will W. Anthony sell in this Form 4?

The Form 4 shows Will W. Anthony sold a total of 237,416 CF Industries common shares in open-market transactions. These sales occurred on February 27, 2026, and March 2, 2026, at weighted average prices between $99.0000 and $107.1600 per share.

What equity award did Will W. Anthony receive from CF (CF Industries) in this filing?

Will W. Anthony received 40,647 CF Industries common shares, earned from a performance restricted stock unit award granted in 2023. The award was based on pre-established performance metrics for the three-year period ending December 31, 2025, as determined by the Compensation and Management Development Committee.

Why were some CF (CF Industries) shares surrendered by Will W. Anthony?

The Form 4 states Will W. Anthony surrendered 18,007 shares of CF Industries common stock to the company. This surrender was to satisfy tax withholding obligations that arose when performance restricted stock units vested and converted into common shares.

What is Will W. Anthony’s CF (CF Industries) share ownership after these transactions?

After the reported transactions, Will W. Anthony directly owned 258,283 shares of CF Industries common stock. This figure reflects the combination of award shares received, shares surrendered for taxes, and multiple open-market sales during February 27 and March 2, 2026.

At what prices were Will W. Anthony’s CF (CF Industries) share sales executed?

The reported sales of CF Industries stock by Will W. Anthony used weighted average prices. According to the filing footnotes, individual trades occurred in multiple transactions, with prices ranging from $99.0000 to $107.1600 per share across the reported sale dates.