Darling Ingredients (DAR) EVP gets 8,681 RSUs with three-year vesting

Rhea-AI Filing Summary

Darling Ingredients Inc. executive vice president and chief administrative officer Patrick McNutt reported recent equity transactions in company stock. On 01/03/2026, he disposed of 1,787 shares of common stock at $37.64 per share, leaving him with 29,337 shares directly owned. On 01/05/2026, he acquired 8,681 additional common shares at $37.56 per share, increasing his directly owned stake to 38,018 shares.

The filing explains that the 8,681 shares represent an award of restricted stock units granted under the Darling Ingredients Inc. 2017 Omnibus Incentive Plan. Each RSU converts into one share of common stock and will vest in three equal installments of 33-1/3% on each of the first three anniversaries of the grant date, tying a portion of the executive’s compensation to the company’s long-term performance.

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^*

McNutt Patrick

(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 Admin 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		1,787	D	$37.64	29,337	D
Common Stock	01/05/2026		A		8,681(1)	A	$37.56	38,018	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 Patrick McNutt	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).
** 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 Darling Ingredients (DAR) report in this Form 4?

The Form 4 reports that executive vice president and chief administrative officer Patrick McNutt disposed of 1,787 shares of Darling Ingredients common stock on 01/03/2026 at $37.64 per share and then acquired 8,681 shares on 01/05/2026 at $37.56 per share through an equity award.

How many Darling Ingredients (DAR) shares does the reporting person own after these transactions?

Following the reported transactions, Patrick McNutt directly owns 38,018 shares of Darling Ingredients common stock.

What type of equity award did Darling Ingredients (DAR) grant to the executive?

The company granted 8,681 restricted stock units (RSUs) under the Darling Ingredients Inc. 2017 Omnibus Incentive Plan. Each RSU may be settled only in shares of common stock on a one-for-one basis.

What is the vesting schedule for the 8,681 RSUs reported for Darling Ingredients (DAR)?

The 8,681 RSUs vest in three equal installments of 33-1/3% on each of the first three anniversaries of the grant date, meaning the executive receives one-third of the units on each anniversary.

What position does the reporting person hold at Darling Ingredients (DAR)?

The reporting person, Patrick McNutt, is an officer of Darling Ingredients Inc., serving as EVP Chief Admin Officer, as indicated in the filing.

Are the reported Darling Ingredients (DAR) transactions part of a Rule 10b5-1 trading plan?

The form includes a checkbox for indicating whether a transaction was made under a Rule 10b5-1(c) trading plan, but the excerpt does not show that this box was checked for these specific transactions.