Darling Ingredients (DAR) insider awarded 9,096 RSUs, updates holdings

Rhea-AI Filing Summary

Darling Ingredients executive Sandra Dudley, EVP Chief Strategy Officer, reported changes in her ownership of Darling Ingredients Inc. common stock. On 01/03/2026, she disposed of 1,948 shares at $37.64 per share, after which she beneficially owned 65,799 shares directly. On 01/05/2026, she acquired 9,096 shares classified as restricted stock units (RSUs) at $37.56 per share, bringing her directly owned common stock to 74,895 shares.

The RSUs were granted under the Darling Ingredients Inc. 2017 Omnibus Incentive Plan. Each RSU may be settled only in one share of common stock and will vest in three installments of approximately one-third each on the first, second, and third anniversaries of the grant date.

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

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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^*

Dudley Sandra

(Last) (First) (Middle)

5601 N. MACARTHUR BLVD

(Street)

IRVING TX 75038

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
DARLING INGREDIENTS INC. [ DAR ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
01/03/2026

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	01/03/2026		F		1,948	D	$37.64	65,799	D
Common Stock	01/05/2026		A		9,096(1)	A	$37.56	74,895	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:

1. Represents an award of Restricted Stock Units ("RSU's") issued under the Darling Ingredients Inc. 2017 Omnibus Incentive Plan. The RSU's may be settled only in shares of common stock (one share per RSU) and will vest in three installments of 33-1/3% on each of the first three anniversaries of the grant date.

	/s/ Teun Tchornobay, as Attorney-in-Fact for Sandra Dudley	01/06/2026
	** 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).
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FAQ

What insider transaction did Darling Ingredients (DAR) report for Sandra Dudley?

The filing reports that EVP Chief Strategy Officer Sandra Dudley disposed of 1,948 shares of Darling Ingredients common stock on 01/03/2026 and received an award of 9,096 restricted stock units on 01/05/2026.

How many Darling Ingredients (DAR) shares does Sandra Dudley now beneficially own?

After the reported transactions, Sandra Dudley beneficially owns 74,895 shares of Darling Ingredients Inc. common stock directly.

What is the size and structure of Sandra Dudley’s RSU award at Darling Ingredients (DAR)?

The award consists of 9,096 restricted stock units (RSUs) under the 2017 Omnibus Incentive Plan. Each RSU may be settled only in one share of common stock and will vest in three installments of 33-1/3% on each of the first three anniversaries of the grant date.

On what dates did the reported Darling Ingredients (DAR) insider transactions occur?

The common stock disposition occurred on 01/03/2026, and the RSU award was granted on 01/05/2026, as reported in the Form 4.

What is Sandra Dudley’s role at Darling Ingredients (DAR) mentioned in the filing?

The filing identifies Sandra Dudley as an officer of Darling Ingredients Inc., serving as EVP Chief Strategy Officer.

Under which plan were the Darling Ingredients (DAR) RSUs granted to Sandra Dudley?

The 9,096 RSUs were granted under the Darling Ingredients Inc. 2017 Omnibus Incentive Plan, and they may be settled only in shares of common stock.