Cannae (NYSE: CNNE) EVP’s shares withheld to cover tax liability

Rhea-AI Filing Summary

Cannae Holdings, Inc. executive Peter T. Sadowski, EVP and Chief Legal Officer, reported two tax-related share dispositions under a Form 4. On February 28, 2026, 3,432 shares of common stock at $12.20 per share were used to satisfy tax obligations, leaving him with 83,141 directly owned shares.

On February 26, 2026, an earlier tax-withholding disposition covered 886 shares at $12.57 per share. Both transactions are coded “F,” indicating payment of exercise price or tax liability by delivering securities, rather than ordinary open-market buying or selling.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider SADOWSKI PETER T

Role EVP, Chief Legal Officer

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	3,432	$12.20	$42K
Tax Withholding	Common Stock	886	$12.57	$11K

Holdings After Transaction: Common Stock — 83,141 shares (Direct)

Footnotes (1)

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).

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^*

SADOWSKI PETER T

(Last) (First) (Middle)

1701 VILLAGE CENTER CIRCLE

(Street)

LAS VEGAS NV 89135

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Cannae Holdings, Inc. [ CNNE ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Chief Legal Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/26/2026

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	02/26/2026		F		886	D	$12.57	86,573	D
Common Stock	02/28/2026		F		3,432	D	$12.2	83,141	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:

	/s/ Carol Nairn, as attorney-in-fact	03/02/2026
	** 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 activity did Cannae Holdings (CNNE) report on this Form 4?

The Form 4 reports two tax-related share dispositions by executive Peter T. Sadowski. Shares were delivered to cover tax obligations tied to equity compensation, rather than being sold in open-market trades, and the transactions affected his directly owned common stock position.

Who is the insider involved in the latest Cannae Holdings (CNNE) Form 4?

The insider is Peter T. Sadowski, Executive Vice President and Chief Legal Officer of Cannae Holdings. He reported tax-withholding dispositions of common stock, reflecting shares delivered to satisfy liabilities related to equity awards while retaining a significant directly owned stake after the transactions.

How many Cannae Holdings (CNNE) shares did Peter Sadowski dispose of for taxes?

Peter Sadowski delivered 3,432 shares on February 28, 2026, at $12.20 per share and 886 shares on February 26, 2026, at $12.57 per share. Both were tax-withholding dispositions, not traditional market sales, coded “F” for payment of exercise price or tax liability.

How many Cannae Holdings (CNNE) shares does Peter Sadowski own after these Form 4 transactions?

After the February 28, 2026 tax-withholding disposition, Peter Sadowski directly owned 83,141 Cannae Holdings common shares. This figure reflects his remaining direct holdings following the latest reported tax-related share delivery to satisfy obligations tied to his equity compensation awards.

Were the Cannae Holdings (CNNE) Form 4 transactions open-market sales?

No, both transactions are coded “F,” indicating payment of exercise price or tax liability by delivering securities. That means the shares were withheld or delivered for tax or exercise costs, rather than executed as discretionary open-market sales into the public market.