Darling Ingredients (DAR) EVP receives stock award and tax withholding update

Rhea-AI Filing Summary

Darling Ingredients Inc. executive Brandon Lairmore, EVP US Rendering Operations, reported stock-based compensation activity. He received a grant of 1,652 shares of common stock at no cost upon vesting of performance shares tied to the 2023–2025 performance period. To cover tax obligations, 675 shares were withheld at a price of $51.92 per share. After these transactions, he directly holds 37,666 shares of Darling Ingredients common stock.

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^*

Lairmore Brandon

(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 US Rendering Operations

3. Date of Earliest Transaction (Month/Day/Year)
03/09/2026

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	03/09/2026		A		1,652(1)	A	$0	38,341	D
Common Stock	03/09/2026		F		675	D	$51.92	37,666	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. Shares of common stock received by the reporting person upon vesting of performance shares related to the performance period from 2023 - 2025.

	/s/ Teun Tchornobay as Attorney-in-Fact for Brandon Lairmore	03/10/2026
	** 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

What did Darling Ingredients (DAR) executive Brandon Lairmore report in this Form 4?

Brandon Lairmore reported a stock-based compensation grant and related tax withholding. He received 1,652 Darling Ingredients common shares upon vesting of performance shares, and 675 shares were withheld to satisfy tax obligations, leaving him with 37,666 directly held shares.

How many Darling Ingredients (DAR) shares did the EVP receive as a stock award?

He received 1,652 shares of Darling Ingredients common stock as a grant. The shares were issued at no cost upon vesting of performance shares tied to the 2023–2025 performance period, increasing his direct equity ownership before tax withholding.

Why were 675 Darling Ingredients (DAR) shares disposed of in this Form 4?

The 675 shares were withheld to pay tax liabilities related to the vested performance shares. This tax-withholding disposition, priced at $51.92 per share, is a non-market transaction and does not represent an open-market sale by the executive.

What is Brandon Lairmore’s position at Darling Ingredients (DAR)?

Brandon Lairmore serves as Executive Vice President, US Rendering Operations at Darling Ingredients. His Form 4 filing reflects compensation-related stock activity, including a grant of 1,652 shares and tax withholding of 675 shares tied to performance-based awards.

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

Following the grant and tax withholding, he directly owns 37,666 shares of Darling Ingredients common stock. This figure reflects his updated position after receiving 1,652 shares and having 675 shares withheld to cover associated tax obligations.