CF Industries (NYSE: CF) VP logs sale, award and tax-share surrender

Rhea-AI Filing Summary

CF Industries Holdings, Inc. vice president of public affairs Linda M. Dempsey reported several stock transactions in common shares. She sold 1,000 shares of common stock in an open-market transaction at $100.00 per share. On the same date, she acquired 2,322 shares at no cost through a grant/award tied to a performance restricted stock unit award granted in 2023, which vested based on pre-established performance metrics for a three-year period ending December 31, 2025. She also surrendered 1,030 shares at $99.54 per share to the company to cover tax withholding obligations upon vesting of the performance restricted stock units. After these transactions, she directly owned 19,547 common shares.

Insider Trade Summary

Net Seller: 1,000 shares ($100,000)

Net Sell 3 txns

Insider Dempsey Linda M

Role VP, Public Affairs

Sold 1,000 shs ($100K)

Type	Security	Shares	Price	Value
Sale	Common stock, par value $0.01 per share	1,000	$100.00	$100K
Grant/Award	Common stock, par value $0.01 per share	2,322	$0.00	--
Tax Withholding	Common stock, par value $0.01 per share	1,030	$99.54	$103K

Holdings After Transaction: Common stock, par value $0.01 per share — 18,255 shares (Direct)

Footnotes (1)

1. 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).

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
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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^*

Dempsey Linda M

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	VP, Public Affairs

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		1,000	D	$100	18,255	D
Common stock, par value $0.01 per share	02/27/2026		A		2,322(1)	A	$0	20,577	D
Common stock, par value $0.01 per share	02/27/2026		F		1,030(2)	D	$99.54	19,547	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. 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.

2. 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).

	/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.
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.

FAQ

What stock transactions did CF (CF Industries Holdings, Inc.) insider Linda M. Dempsey report?

Linda M. Dempsey reported selling 1,000 CF common shares at $100.00, receiving 2,322 shares from a vested performance award, and surrendering 1,030 shares at $99.54 to cover tax withholding obligations related to that performance-based equity vesting.

How many CF Industries (CF) shares did Linda M. Dempsey sell and at what price?

She sold 1,000 shares of CF Industries common stock in an open-market transaction at $100.00 per share. This sale is separate from shares surrendered for taxes and from shares acquired through her performance restricted stock unit award.

What CF (CF Industries) shares did Linda M. Dempsey acquire through awards?

She acquired 2,322 CF common shares at no cost as shares earned under a performance restricted stock unit award granted in 2023, determined by pre-established metrics over a three-year performance period ending December 31, 2025.

Why did Linda M. Dempsey surrender CF (CF Industries) shares, and how many?

She surrendered 1,030 CF common shares to the company at $99.54 per share to satisfy tax withholding obligations triggered by the vesting of her performance restricted stock units, rather than paying those tax liabilities in cash.

What is Linda M. Dempsey’s CF (CF Industries) share ownership after these transactions?

Following the reported sale, award, and tax-withholding surrender, Linda M. Dempsey directly holds 19,547 shares of CF Industries common stock. This figure reflects her updated direct ownership position after all listed non-derivative equity transactions on the reported date.

What role does Linda M. Dempsey hold at CF Industries (CF) in this Form 4 filing?

In this Form 4, Linda M. Dempsey is identified as an officer of CF Industries Holdings, Inc., serving as vice president, public affairs. The reported stock transactions relate to her direct ownership and equity compensation as an executive officer.