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  4. [Form 4] DARLING INGREDIENTS INC. Insider Trading Activity

Darling Ingredients (NYSE: DAR) director receives new stock and DSU awards

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Hill Randy L reported acquisition or exercise transactions in this Form 4 filing.

DARLING INGREDIENTS INC. director Randy L. Hill reported equity awards in the form of common stock and Deferred Stock Units (DSUs) on May 7, 2026. One award covers 261 shares of common stock at an indicated value of $37.64 per share. A separate grant of 2,650 DSUs was made under the 2026 Omnibus Incentive Plan.

The number of common shares underlying the DSU award equals the prorated annual cash compensation increase he elected to receive in DSUs, divided by the issuer’s closing share price on January 2, 2026. These DSUs vest in full on December 31, 2026, with earlier prorated vesting and forfeiture of any unvested units if he leaves the board before that date.

Positive

  • None.

Negative

  • None.
Insider Hill Randy L
Role null
Type Security Shares Price Value
Grant/Award Common Stock 2,650 $0.00 --
Grant/Award Common Stock 261 $37.64 $10K
Holdings After Transaction: Common Stock — 15,525 shares (Direct, null)
Footnotes (1)
  1. Deferred Stock Units (DSUs) granted in accordance with the 2026 Omnibus Incentive Plan. The number of shares of the issuer's common stock underlying the DSU award is equal to the amount of the prorated annual cash compensation increase the reporting person elected to receive in DSUs, divided by the closing market price of a share of the issuer's common stock on January 2, 2026. These DSUs vest in full on December 31, 2026, provided however that if the reporting person ceases to serve as a director on the Issuer's board prior to that date, these DSUs will vest in a prorated portion based on the reporting person's time of service and the unvested DSUs will be forfeited.
Common stock award 261 shares Non-derivative acquisition on May 7, 2026
Indicated value per share $37.64 per share Value for 261-share common stock grant
Deferred Stock Units granted 2,650 DSUs Grant under 2026 Omnibus Incentive Plan
DSU vesting date December 31, 2026 Full vesting date, subject to continued board service
Pricing date for DSU conversion January 2, 2026 closing price Used to convert prorated cash compensation increase into DSUs
Deferred Stock Units (DSUs) financial
"Deferred Stock Units (DSUs) granted in accordance with the 2026 Omnibus Incentive Plan."
Deferred stock units (DSUs) are a form of long-term pay that promises an employee or director future company shares or cash equal to the share value at a later date, usually after leaving the company or at a set vesting time. Think of them as a delayed paycheck tied to the stock: they align recipients’ interests with long-term share performance and matter to investors because they create potential future dilution and signal how management is rewarded and incentivized.
2026 Omnibus Incentive Plan financial
"Deferred Stock Units (DSUs) granted in accordance with the 2026 Omnibus Incentive Plan."
annual cash compensation increase financial
"equal to the amount of the prorated annual cash compensation increase the reporting person elected to receive in DSUs"
vest in full financial
"These DSUs vest in full on December 31, 2026"
prorated portion financial
"will vest in a prorated portion based on the reporting person's time of service"
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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*
Hill Randy L
(Last)(First)(Middle)
5601 N. MACARTHUR BLVD
(Street)
IRVING TEXAS 75038
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
DARLING INGREDIENTS INC. [ DAR ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/07/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock05/07/2026A2,650A$015,525D
Common Stock05/07/2026A261(1)A(2)$37.6415,786D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Deferred Stock Units (DSUs) granted in accordance with the 2026 Omnibus Incentive Plan. The number of shares of the issuer's common stock underlying the DSU award is equal to the amount of the prorated annual cash compensation increase the reporting person elected to receive in DSUs, divided by the closing market price of a share of the issuer's common stock on January 2, 2026.
2. These DSUs vest in full on December 31, 2026, provided however that if the reporting person ceases to serve as a director on the Issuer's board prior to that date, these DSUs will vest in a prorated portion based on the reporting person's time of service and the unvested DSUs will be forfeited.
/s/ Teun Tchornobay, as Attorney-in-Fact for Randy Hill05/08/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did DAR (DARLING INGREDIENTS INC.) report for Randy L. Hill?

DAR reported that director Randy L. Hill received equity awards on May 7, 2026. He acquired 261 shares of common stock and 2,650 Deferred Stock Units (DSUs) as part of his board compensation structure.

How many shares and DSUs did Randy L. Hill receive at DAR (ticker DAR)?

Randy L. Hill received 261 shares of DAR common stock at an indicated value of $37.64 per share, plus a separate grant of 2,650 Deferred Stock Units (DSUs) under the company’s 2026 Omnibus Incentive Plan.

What are the vesting terms of Randy L. Hill’s DSUs at DAR?

The 2,650 DSUs granted to Randy L. Hill vest in full on December 31, 2026. If he stops serving as a director earlier, only a prorated portion vests based on service time and the remaining unvested DSUs are forfeited.

How were Randy L. Hill’s DSUs at DAR (DAR) calculated?

The DSU award equals the prorated annual cash compensation increase Hill chose to take in DSUs, divided by DAR’s closing common stock price on January 2, 2026. This formula determines the number of common shares underlying the DSUs.

Is Randy L. Hill’s Form 4 transaction at DAR a market purchase or a compensation grant?

The Form 4 describes grant or award acquisitions, not open-market purchases. Both the common stock and DSUs were awarded as part of compensation, with the DSUs tied to his elected cash compensation increase under the 2026 Omnibus Incentive Plan.