Emerald Holding (EEX) CFO reports stock sale and cash-settled RSU vesting

Rhea-AI Filing Summary

Emerald Holding, Inc. Chief Financial Officer David B. Doft reported a sale of company stock. On January 7, 2026, he disposed of 71,621 shares of common stock at a price of $4.62 per share, according to the Form 4. After this transaction, he beneficially owned 154,384 shares, held directly.

The footnotes explain that on February 26, 2025 he was granted 210,649 restricted stock units (RSUs). These RSUs vested as to 34% on January 7, 2026 and are scheduled, subject to continued employment, to vest a further 33% on January 7, 2027 and 33% on January 7, 2028. Before the January 7, 2026 vesting date, the Compensation Committee revised these awards so that the portion vesting on January 7, 2026 would be settled in cash instead of shares. The holdings figure includes 139,028 unvested RSUs.

Insights

Equity compensation and insider activity analyst

CFO Doft reports a modest sale and updated RSU vesting terms, with most value still in unvested awards.

The filing shows Emerald Holding’s CFO, David B. Doft, sold 71,621 shares of common stock at $4.62 per share on January 7, 2026, leaving him with 154,384 shares beneficially owned on a direct basis. For a seasoned investor, this looks like a single reported liquidity event rather than a transformational ownership change, especially given the substantial remaining equity stake.

The footnotes highlight a sizeable equity incentive: a grant of 210,649 RSUs from February 26, 2025. These RSUs vested 34% on January 7, 2026 and are scheduled, subject to continued employment, to vest 33% on January 7, 2027 and January 7, 2028. Importantly, the Compensation Committee chose to settle the 2026 vesting portion in cash instead of shares, while the position still includes 139,028 unvested RSUs, reinforcing that a large component of the CFO’s compensation remains equity-linked.

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^*

Doft David B.

(Last) (First) (Middle)

EMERALD HOLDING, INC.

100 BROADWAY, 14TH FLOOR

(Street)

NEW YORK NY 10005

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Emerald Holding, Inc. [ EEX ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
01/07/2026

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	01/07/2026		D(1)		71,621	D	$4.62	154,384(2)	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. On February 26, 2025, the reporting person was granted 210,649 restricted stock units ("RSUs") in respect of the issuer's common stock, which were previously reported on a timely Form 4 dated February 28, 2025. These RSUs vested as to 34% on January 7, 2026 and, subject to the reporting person's continued employment with the issuer through the applicable vesting date, will vest as to 33% on January 7, 2027 and 33% on January 7, 2028. Prior to the January 7, 2026 vesting date, the issuer's Compensation Committee, in its sole discretion, revised the terms of the RSUs for all employees of the issuer that were granted RSUs on February 26, 2025 to settle the portion of the RSUs vesting on January 7, 2026 in cash instead of in shares of the issuer's common stock.

2. Includes 139,028 unvested restricted stock units.

	/s/ David B. Doft	01/08/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did Emerald Holding (EEX) disclose for its CFO?

The company disclosed that Chief Financial Officer David B. Doft disposed of 71,621 shares of Emerald Holding, Inc. common stock on January 7, 2026 at a price of $4.62 per share.

How many Emerald Holding (EEX) shares does the CFO own after the reported sale?

Following the reported transaction, CFO David B. Doft beneficially owns 154,384 shares of Emerald Holding common stock on a direct basis, which includes unvested equity awards as described in the footnotes.

What RSU grant does the Emerald Holding (EEX) Form 4 describe for the CFO?

The Form 4 notes that on February 26, 2025, the CFO was granted 210,649 restricted stock units (RSUs) tied to Emerald Holding’s common stock, previously reported on a Form 4 dated February 28, 2025.

What is the vesting schedule of the CFO’s RSUs at Emerald Holding (EEX)?

The RSUs vested as to 34% on January 7, 2026 and, subject to continued employment, will vest an additional 33% on January 7, 2027 and 33% on January 7, 2028.

How were the January 7, 2026 RSUs for Emerald Holding (EEX) settled?

Before the January 7, 2026 vesting date, the Compensation Committee revised the RSU terms so that the portion vesting on that date would be settled in cash instead of in shares of Emerald Holding common stock.

How many unvested RSUs does the Emerald Holding (EEX) CFO still hold?

According to the footnote, the reported holdings include 139,028 unvested restricted stock units that remain subject to future vesting conditions.