CF Industries (NYSE: CF) EVP logs PRSU grant and 10b5-1 share sale

Rhea-AI Filing Summary

CF Industries Holdings EVP and Chief Commercial Officer Bert A. Frost reported multiple stock transactions in CF common shares. On March 2, 2026, he completed an open-market sale of 5,102 shares at $105.99 per share, executed under a Rule 10b5-1 trading plan adopted on November 12, 2025.

On February 27, 2026, Frost acquired 9,871 shares at no cost through a performance restricted stock unit award earned for a three-year performance period ending December 31, 2025. On the same date, 4,337 shares were surrendered back to the company to cover tax withholding on the vesting PRSUs. After these transactions, he directly held 97,256 CF shares.

Insider Trade Summary

Net Seller: 5,102 shares ($540,761)

Net Sell 3 txns

Insider Frost Bert A

Role EVP, Chief Commercial Officer

Sold 5,102 shs ($541K)

Type	Security	Shares	Price	Value
Sale	Common stock, par value $0.01 per share	5,102	$105.99	$541K
Grant/Award	Common stock, par value $0.01 per share	9,871	$0.00	--
Tax Withholding	Common stock, par value $0.01 per share	4,337	$99.54	$432K

Holdings After Transaction: Common stock, par value $0.01 per share — 97,256 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). This sale transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 12, 2025.

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).

X

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^*

Frost Bert A

(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)
	EVP, Chief Commercial Officer

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		A		9,871(1)	A	$0	106,695	D
Common stock, par value $0.01 per share	02/27/2026		F		4,337(2)	D	$99.54	102,358	D
Common stock, par value $0.01 per share	03/02/2026		S		5,102(3)	D	$105.99	97,256	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).

3. This sale transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 12, 2025.

	/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 insider transactions did CF (CF) executive Bert A. Frost report?

Bert A. Frost reported a mix of transactions: an open-market sale of 5,102 CF Industries shares, a grant of 9,871 performance-based shares at no cost, and the surrender of 4,337 shares to cover tax withholding obligations on vested performance restricted stock units.

How many CF (CF) shares did the EVP sell and at what price?

Bert A. Frost sold 5,102 CF Industries common shares at an average price of $105.99 per share. The transaction was an open-market sale and was carried out pursuant to a pre-established Rule 10b5-1 trading plan adopted on November 12, 2025.

What performance award did CF (CF) grant to Bert A. Frost in this filing?

CF Industries credited Bert A. Frost with 9,871 common shares earned from a 2023 performance restricted stock unit award. The Compensation and Management Development Committee determined this payout based on pre-established performance metrics for a three-year period ending December 31, 2025.

Why did Bert A. Frost surrender CF (CF) shares in this Form 4?

He surrendered 4,337 CF Industries shares back to the company to satisfy tax withholding obligations tied to the vesting of his performance restricted stock units. This type of disposition is a tax-withholding transaction rather than a traditional open-market stock sale.

Was the CF (CF) executive’s stock sale under a 10b5-1 trading plan?

Yes. The 5,102-share sale by Bert A. Frost on March 2, 2026 was effected under a Rule 10b5-1 trading plan. According to the disclosure, he adopted this pre-arranged trading plan on November 12, 2025, before the reported transactions occurred.

How many CF (CF) shares does Bert A. Frost own after these transactions?

Following the reported grant, tax-withholding surrender, and open-market sale, Bert A. Frost directly holds 97,256 CF Industries common shares. This figure reflects his direct ownership after all three Form 4 transactions disclosed in the filing were completed.