Cannae Holdings (CNNE) EVP logs tax-withholding share disposition

Rhea-AI Filing Summary

Cannae Holdings Executive Vice President Michael L. Gravelle reported a tax-related share disposition. On February 26, 2026, 1,266 shares of Cannae Holdings common stock were disposed of at an indicated price of $12.57 per share to satisfy tax withholding obligations.

After this tax-withholding disposition, Gravelle’s directly owned stake in Cannae Holdings stood at 163,828 common shares, showing he continues to hold a substantial number of shares following the transaction.

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

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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^*

Gravelle Michael L

(Last) (First) (Middle)

1701 VILLAGE CENTER CIRCLE

(Street)

LAS VEGAS NV 89134

(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)
	Executive Vice President

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		1,266	D	$12.57	163,828	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	02/27/2026
	** 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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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 transaction did Cannae Holdings (CNNE) report for Michael L. Gravelle?

Cannae Holdings reported that Executive Vice President Michael L. Gravelle had 1,266 common shares disposed of to cover tax withholding obligations, at an indicated price of $12.57 per share, leaving him with 163,828 directly owned shares afterward.

Was the Cannae Holdings (CNNE) insider transaction an open-market sale?

No. The transaction was coded as “F,” meaning shares were disposed of to pay tax liabilities by delivering securities, not an open-market sale. It reflects tax withholding connected to an equity award, rather than a discretionary buy or sell decision.

How many Cannae Holdings (CNNE) shares does Michael L. Gravelle own after the transaction?

Following the tax-withholding disposition of 1,266 shares, Michael L. Gravelle directly owns 163,828 shares of Cannae Holdings common stock. This figure reflects his remaining stake after the shares were used to satisfy associated tax obligations.

What price per share was used in the Cannae Holdings (CNNE) tax-withholding transaction?

The tax-withholding disposition for Michael L. Gravelle used an indicated price of $12.57 per share for 1,266 Cannae Holdings common shares. This price is used for reporting purposes in calculating the value of shares withheld to cover tax obligations.

What does transaction code “F” mean in the Cannae Holdings (CNNE) insider report?

Transaction code “F” indicates payment of an exercise price or tax liability by delivering securities. In this case, it means Michael L. Gravelle’s Cannae Holdings shares were disposed of to satisfy tax withholding, instead of being sold in a standard market transaction.

Is Michael L. Gravelle a major shareholder or an officer at Cannae Holdings (CNNE)?

Michael L. Gravelle is reported as an officer of Cannae Holdings, serving as Executive Vice President. He is not listed as a 10% owner in this report but continues to hold 163,828 common shares directly after the tax-withholding transaction.