CF Industries VP Hoker nets stock sale, awards

CF Industries Holdings vice president and corporate controller Richard A. Hoker reported several CF common stock transactions dated February 27, 2026.

Rhea-AI Filing Summary

CF Industries Holdings vice president and corporate controller Richard A. Hoker reported several CF common stock transactions dated February 27, 2026. An indirect revocable trust associated with him sold 5,620 shares in an open-market transaction at a weighted average price of $98.5008 per share.

Hoker directly acquired 3,484 shares as a performance restricted stock unit award earned for the 2023–2025 period, then surrendered 1,511 shares to the company to cover tax withholding on vesting. He also made bona fide gifts totaling 3,946 shares, split between direct and indirect holdings. After these transactions, he directly held 12,524 shares and indirectly held 40,719 shares through a revocable trust structure.

Insider Trade Summary

Net Seller: 5,620 shares

Net Sell 6 txns

Insider Hoker Richard A

Role VP and Corporate Controller

Sold 5,620 shs ($554K)

Type	Security	Shares	Price	Value
Sale	Common stock, par value $0.01 per share	5,620	$98.5008	$554K
Grant/Award	Common stock, par value $0.01 per share	3,484	$0.00	$0.00
Exercise Price or Tax Liability	Common stock, par value $0.01 per share	1,511	$99.54	$150K
Gift	Common stock, par value $0.01 per share	1,973	$0.00	$0.00
Gift	Common stock, par value $0.01 per share	1,973	$0.00	$0.00
holding	Common stock, par value $0.01 per share	--	--	--

Holdings After Transaction: Common stock, par value $0.01 per share — 12,524 shares (Direct); Common stock, par value $0.01 per share — 48,219 shares (Indirect, See Footnote)

Footnotes (5)

1. F1. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $98.5000 to $98.5200, 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. F2. The shares are held in a revocable trust for which the reporting person and his spouse are co-trustees and the reporting person's spouse is the sole beneficiary.
3. F3. 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. F4. 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. F5. The shares are held in a revocable trust for which the reporting person and his spouse are co-trustees and the reporting person is the sole beneficiary.

FAQ

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

What insider transactions did CF VP Richard A. Hoker report on February 27, 2026?

Richard A. Hoker reported multiple CF stock transactions on February 27, 2026, including an indirect sale, a performance share award, tax-withholding share surrender, and stock gifts, all involving CF Industries Holdings, Inc. common shares.

How many CF Industries (CF) shares did Richard A. Hoker sell and at what price?

An indirect revocable trust associated with Richard A. Hoker sold 5,620 CF Industries shares at a weighted average price of $98.5008, with trades executed between $98.5000 and $98.5200 per share, according to the Form 4 disclosure footnote.

What stock award did CF executive Richard A. Hoker receive in this Form 4 filing?

Richard A. Hoker received 3,484 CF common shares as a performance restricted stock unit award, earned from a grant made in 2023 based on pre-established performance metrics over a three-year period ending December 31, 2025.

How many CF (CF) shares did Richard A. Hoker surrender for taxes on vested PRSUs?

Hoker surrendered 1,511 CF common shares back to the company to satisfy tax withholding obligations that arose when his performance restricted stock units vested, as described in the Form 4 explanatory footnote language.

What gifts of CF Industries stock did Richard A. Hoker report?

He reported bona fide gifts totaling 3,946 CF shares, split equally as two transactions of 1,973 shares each. These gifts affected both his direct holdings and indirect holdings through a revocable trust structure noted in the filing.

What are Richard A. Hoker’s CF Industries share holdings after these transactions?

After the reported transactions, Hoker directly held 12,524 CF common shares and indirectly held 40,719 shares through a revocable trust where he and his spouse serve as co-trustees, as disclosed in the Form 4 data and footnotes.

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

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Accepted by SEC EDGAR 03/03/2026 - 04:17 PM 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^*

Hoker Richard 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)
	VP and Corporate Controller

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		5,620	D	$98.5008(1)	38,746	I	See Footnote(2)
Common stock, par value $0.01 per share	02/27/2026		A		3,484(3)	A	$0	16,008	D
Common stock, par value $0.01 per share	02/27/2026		F		1,511(4)	D	$99.54	14,497	D
Common stock, par value $0.01 per share	02/27/2026		G		1,973	D	$0	12,524	D
Common stock, par value $0.01 per share	02/27/2026		G	V	1,973	A	$0	40,719	I	See Footnote(2)
Common stock, par value $0.01 per share								7,500	I	See Footnote(5)

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 $98.5000 to $98.5200, 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 shares are held in a revocable trust for which the reporting person and his spouse are co-trustees and the reporting person's spouse is the sole beneficiary.

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 shares are held in a revocable trust for which the reporting person and his spouse are co-trustees and the reporting person is the sole beneficiary.

	/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).
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