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CF Industries Holdings has issued its 2026 proxy statement, outlining 2025 performance, strategy, and items up for shareholder vote at the April 28, 2026 virtual annual meeting. Shareholders will elect eleven directors, vote on Say on Pay, ratify KPMG as auditor, and consider a proposal on excessive golden parachutes.
In 2025, net earnings attributable to common stockholders were $1.46 billion or $8.97 per diluted share, with EBITDA of $2.78 billion, adjusted EBITDA of $2.89 billion, and net cash from operations of $2.75 billion. Free cash flow was about $1.8 billion, and the company returned $1.69 billion through $1.37 billion of share repurchases and $326 million of dividends.
The proxy highlights CF’s clean energy growth platform, including a completed carbon capture project at Donaldsonville costing about $200 million, a planned Yazoo City CCS project expected to cost about $100 million, and the Blue Point joint venture to build a low‑carbon ammonia facility estimated at $3.7 billion plus about $550 million for supporting infrastructure. Governance sections emphasize an independent board (10 of 11 nominees), majority voting for directors, proxy access, and strong compensation practices tied to adjusted EBITDA, clean energy milestones, and safety.
CF Industries Holdings, Inc. reported that its subsidiaries CF Industries Sales, LLC and CF Industries Nitrogen LLC have signed a settlement agreement resolving litigation with Orica entities and Nelson Brothers entities. As part of the settlement, Orica has agreed to pay the Company $169.5 million in cash.
The agreement also terminates the ammonium nitrate purchase agreements that the parties entered into in February 2014. This update is provided as informational and is furnished under Item 7.01, meaning it is not deemed filed for liability purposes under Section 18 of the Exchange Act.
CF Industries Holdings, Inc. executive vice president and chief administrative officer Susan L. Menzel reported an open‑market sale of common stock. She sold 18,041 shares of CF common stock at a weighted average price of $136.063 per share, with individual trade prices ranging from $136.0501 to $136.1300. Following this transaction, she directly holds 55,762 shares of CF common stock.
CF Industries Holdings, Inc. executive vice president and chief commercial officer Bert A. Frost reported an open-market sale of common stock. He sold 6,250 shares of CF common stock at a weighted average price of $136.6905 per share in transactions on March 12, 2026. Following this sale, he directly owns 75,472 shares of CF common stock, showing he continues to hold a significant equity position in the company. The shares were sold in multiple trades within a narrow price range between $136.6901 and $136.7000 per share.
CF Industries Holdings, Inc. director and former President & CEO Will W Anthony reported selling 81,651 shares of common stock in open‑market transactions on March 11 and 13.
The weighted average sale prices ranged from $118.50 to $131.44, and he now holds 54,995 shares directly.
CF Industries Holdings, Inc. reported proposed open‑market sales of Common Stock by W. Anthony Will via Form 144. The notice lists multiple sell dates in 2026 totaling several blocks of shares, including 111,890 on 02/20/2026, 101,148 on 02/27/2026, and additional blocks through 03/11/2026.
CF Industries Holdings, Inc. reported insider sales of common stock by Susan L. Menzel totaling 21,187 shares across four transactions on 02/26/2026, 03/02/2026, 03/03/2026, and 03/05/2026, generating aggregate proceeds of $2,239,541.00.
The filing also lists recent equity compensation lapses dated 01/04/2024, 02/29/2024, and 02/28/2025 as context for the insider's holdings.
BERT A FROST reports proposed sales of Common Stock of CF Industries Holdings, Inc. The filing lists three transactions in March 2026: 5,102 shares on 03/02/2026 for $540,761.00, 10,000 shares on 03/06/2026 for $1,190,088.00, and 5,534 shares on 03/09/2026 for $643,106.00. The notice also references performance-stock lapses tied to 2/29/2024 (5,825 shares) and 2/28/2025 (425 shares).
CF Industries Holdings, Inc. affiliate W Anthony Will reported multiple Rule 144 sale notices of Common Stock to the SEC. The excerpt lists five sale dates in 2026 with specific share amounts and proceeds by date: 02/20/2026 (111,890 shares, $11,216,817.00), 02/27/2026 (101,148 shares, $10,021,154.00), 03/02/2026 (136,268 shares, $14,344,024.00), 03/03/2026 (64,273 shares, $7,009,895.00), and 03/05/2026 (57,364 shares, $6,272,965.00).
The filing references equity compensation (RSU/PSU) granted 03/03/2020. The entries are Regulation 144 sale notices and show transaction dates and gross proceeds per line; the excerpt does not state post-transaction holdings or whether sales were open-market or private placements.