Icahn-linked entities add 783K CVR Energy (NYSE: CVI) shares

Rhea-AI Filing Summary

CVR Energy Inc. reported that entities affiliated with Carl C. Icahn made a series of open-market purchases of its common stock. On February 20, 2026, IEP Energy Holding LLC and American Entertainment Properties Corp. bought 263,452 shares at $20.78 per share. On February 23, 2026, they bought an additional 244,940 shares at $20.75 per share, followed by 275,012 shares at $21.41 per share on February 24, 2026.

After these transactions, entities in the Icahn ownership chain reported holding 71,201,875 CVR Energy shares indirectly. The reporting group includes Carl C. Icahn, Icahn Enterprises Holdings L.P., and Icahn Enterprises G.P. Inc., who each disclaim beneficial ownership except to the extent of any pecuniary interest.

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^*

ICAHN CARL C

(Last) (First) (Middle)

C/O ICAHN ASSOCIATES HOLDING LLC

16690 COLLINS AVENUE, PH-1

(Street)

SUNNY ISLES BEACH FL 33160

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CVR ENERGY INC [ CVI ]

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

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
02/20/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	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, $0.01 par value per share	02/20/2026		P		263,452	A	$20.78	70,681,923	I	Please see footnotes(1)(2)(3)
Common Stock, $0.01 par value per share	02/23/2026		P		244,940	A	$20.75	70,926,863	I	Please see footnotes(1)(2)(3)
Common Stock, $0.01 par value per share	02/24/2026		P		275,012	A	$21.41	71,201,875	I	Please see footnotes(1)(2)(3)

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

1. Name and Address of Reporting Person^*

ICAHN CARL C

(Last) (First) (Middle)

C/O ICAHN ASSOCIATES HOLDING LLC

16690 COLLINS AVENUE, PH-1

(Street)

SUNNY ISLES BEACH FL 33160

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

ICAHN ENTERPRISES HOLDINGS L.P.

(Last) (First) (Middle)

16690 COLLINS AVENUE, PH-1

(Street)

SUNNY ISLES BEACH FL 33160

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

ICAHN ENTERPRISES G.P. INC.

(Last) (First) (Middle)

16690 COLLINS AVENUE, SUITE PH-1

(Street)

SUNNY ISLES BEACH FL 33160

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

Explanation of Responses:

1. This Form 4 is being filed by, and on behalf of, Mr. Carl C. Icahn, Icahn Enterprises Holdings L.P. ("Icahn Enterprises Holdings") and Icahn Enterprises G.P. Inc. ("Icahn Enterprises GP" and, collectively with Mr. Icahn and Icahn Enterprises Holdings, the "Reporting Persons").

2. Held directly by IEP Energy Holding LLC ("IEP Energy Holding") and American Entertainment Properties Corp. ("AEP"). AEP owns a 100% interest in IEP Energy Holding. AEPC Holdings LLC owns 100% of the equity of AEP. Icahn Enterprises Holdings owns a 100% interest in AEPC Holdings LLC. Icahn Enterprises L.P. owns a 99% limited partner interest in Icahn Enterprises Holdings. Carl C. Icahn is the indirect holder of approximately 87% of the issued and outstanding depositary units representing limited partnership interests in Icahn Enterprises L.P. Icahn Enterprises GP is the general partner of and owns a 1% general partner interest in each of Icahn Enterprises Holdings and Icahn Enterprises L.P. Icahn Enterprises GP is 100% owned by Beckton Corp ("Beckton"). Beckton is 100% owned by Mr. Icahn.

3. Each of IEP Energy Holding, AEP, Icahn Enterprises Holdings, Icahn Enterprises GP, Beckton and Mr. Icahn disclaims beneficial ownership of the Issuer's shares of common stock except to the extent of his or its pecuniary interest therein, if any.

	/s/ Carl C. Icahn	02/24/2026
	/s/ Ted Papapostolou, for Icahn Enterprises Holdings L.P., By: Ted Papapostolou, its Chief Financial Officer and Secretary	02/24/2026
	/s/ Ted Papapostolou, for Icahn Enterprises G.P. Inc., By: Ted Papapostolou, its Chief Financial Officer and Secretary	02/24/2026
	** 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

How many CVR Energy (CVI) shares were recently bought by Icahn-related entities?

Icahn-related entities purchased a total of 783,404 CVR Energy shares in open-market transactions. These buys occurred over three days and increased their reported indirect holdings to 71,201,875 shares of CVR Energy common stock.

On which dates did Icahn-affiliated entities buy CVR Energy (CVI) shares and at what prices?

They bought CVR Energy shares on February 20, 23, and 24, 2026. Purchase prices were $20.78 per share on February 20, $20.75 on February 23, and $21.41 on February 24 in open-market transactions.

What is the total indirect CVR Energy (CVI) stake reported by Icahn entities after these purchases?

Following these transactions, Icahn-affiliated entities reported holding 71,201,875 CVR Energy shares indirectly. This figure reflects the ownership reported in the Form 4 through the entities in the Icahn ownership structure involved in holding the shares.

Which entities actually hold the CVR Energy (CVI) shares bought in these transactions?

The shares are held directly by IEP Energy Holding LLC and American Entertainment Properties Corp.. These companies sit within a broader ownership chain ultimately tied to Icahn Enterprises and Carl C. Icahn, as described in the ownership footnotes.

Who are the reporting persons on this CVR Energy (CVI) Form 4?

The reporting persons are Carl C. Icahn, Icahn Enterprises Holdings L.P., and Icahn Enterprises G.P. Inc.. Each reporting person disclaims beneficial ownership of CVR Energy common stock except to the extent of any pecuniary interest in the reported holdings.

What type of transactions did Icahn-related entities execute in CVR Energy (CVI) stock?

The filing reports open-market purchases of CVR Energy common stock, coded as transaction type P. All three transactions are classified as non-derivative, reflecting straightforward buys of common shares on the open market at stated prices.