STOCK TITAN

Icahn Enterprises (NASDAQ: IEP) updates CFO awards, settles 20,486 units in cash

(High)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

ICAHN ENTERPRISES L.P. (IEP) reports that Chief Financial Officer Robert Flint received a grant of 6,648 Deferred Depositary Units on August 14, 2026 under the 2017 Long-Term Incentive Plan; these units vest in full on October 31, 2028 and are settled solely in cash. Earlier, in connection with an Employment Letter effective May 6, 2026, a prorated portion of previously granted Deferred Depositary Units, totaling 20,486 units, vested through that date and were settled in cash, while 22,610 unvested units were forfeited. On May 6, 2026, 20,486 Depositary Units were issued upon exercise of deferred units and then disposed to the issuer at $7.8829 per unit, with the reported price excluding credited dividend equivalents.

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Insider Flint Robert
Role Chief Financial Officer
Type Security Shares Price Value
Grant/Award Deferred Depositary Units F6 6,648 $0.00 $0.00
Exercise Deferred Depositary Units F1, F2 20,486 $0.00 $0.00
Disposition Deferred Depositary Units F1, F3 22,610 $0.00 $0.00
Exercise Depositary Units F4, F1, F2 20,486 -- --
Disposition Depositary Units F4, F5 20,486 $7.8829 $161K
Holdings After Transaction: Deferred Depositary Units — 27,134 shares (Direct); Depositary Units — 0 shares (Direct)
Footnotes (6)
  1. F1. The deferred depositary units ("Deferred Depositary Units") previously granted pursuant to the Icahn Enterprises L.P. 2017 Long-Term Incentive Plan. Each Deferred Depositary Unit represents the equivalent of one Depositary Unit representing a limited partner interest of Icahn Enterprises L.P. (the "Issuer"). The Deferred Depositary Units were originally scheduled to vest on December 2, 2027.
  2. F2. In connection with the Issuer entering into an employment letter agreement dated May 4, 2026 ("Employment Letter") effective as of May 6, 2026 (the "Effective Date") with the Reporting Person, a prorated number of such Deferred Depositary Units (together with any dividend equivalents credited with respect to such vested Deferred Units) vested through and including the Effective Date and were settled in cash in accordance with the Deferred Unit Agreement, less applicable tax and payroll withholdings.
  3. F3. In connection with the Employment Letter, the Reporting Person agreed to, among other things, forfeit any unvested Deferred Depositary Units (together with any dividend equivalents credited with respect to such unvested Deferred Units) that did not vest in accordance with the foregoing.
  4. F4. Depositary Units representing limited partner interests in the Issuer.
  5. F5. The reported price excludes credited dividend equivalents.
  6. F6. The Deferred Depositary Units were granted pursuant to the Icahn Enterprises L.P. 2017 Long-Term Incentive Plan. Each Deferred Depositary Unit represents the equivalent of one Depositary Unit representing a limited partner interest of the Issuer. The Deferred Depositary Units will vest in full on October 31, 2028, subject to the terms, conditions and restrictions of the award agreement governing the grant, and are settled solely in cash in accordance with the terms thereof.
Deferred Depositary Units granted 6,648 units Grant to CFO Robert Flint on 2026-08-14 vesting on 2028-10-31, cash-settled
Deferred Depositary Units vested and settled in cash 20,486 units Prorated vesting through 2026-05-06 under Employment Letter, settled in cash
Deferred Depositary Units forfeited 22,610 units Unvested units forfeited in connection with Employment Letter on 2026-05-06
Depositary Units acquired via conversion 20,486 units Depositary Units received on 2026-05-06 upon exercise/conversion of deferred units
Depositary Units disposed to issuer 20,486 units Disposition of Depositary Units to issuer on 2026-05-06
Disposition price per Depositary Unit $7.8829 per unit Price for 20,486 Depositary Units disposed to issuer; excludes dividend equivalents
Deferred Depositary Units financial
"The deferred depositary units ("Deferred Depositary Units") previously granted pursuant"
Depositary Units financial
"Each Deferred Depositary Unit represents the equivalent of one Depositary Unit repres"
dividend equivalents financial
"together with any dividend equivalents credited with respect to such vested Deferred"
Payments tied to employee or contractor equity awards that mirror the cash dividends paid on the company’s stock; they give the holder the same economic benefit as owning the shares without transferring actual shares—often paid in cash or additional award units when the award becomes payable. Investors care because these payments affect a company’s compensation costs, cash flow and potential share dilution, and they signal how management is being rewarded and aligned with shareholders.
Employment Letter financial
"In connection with the Issuer entering into an employment letter agreement dated May"
2017 Long-Term Incentive Plan financial
"granted pursuant to the Icahn Enterprises L.P. 2017 Long-Term Incentive Plan. Each De"

FAQ

What equity award did IEP grant to CFO Robert Flint on August 14, 2026?

IEP granted Robert Flint 6,648 Deferred Depositary Units on August 14, 2026 under its 2017 Long-Term Incentive Plan. Each Deferred Depositary Unit equals one Depositary Unit and will vest in full on October 31, 2028, with settlement made solely in cash.

How were Robert Flint’s previously granted Deferred Depositary Units treated under IEP’s May 2026 Employment Letter?

Under the Employment Letter effective May 6, 2026, a prorated number of Deferred Depositary Units, totaling 20,486 units, vested through that date. These vested units, including related dividend equivalents, were settled in cash, less applicable tax and payroll withholdings.

How many Deferred Depositary Units were forfeited by IEP’s CFO Robert Flint?

In connection with the Employment Letter, Robert Flint agreed to forfeit 22,610 unvested Deferred Depositary Units, including any related dividend equivalents. These units did not vest under the revised vesting terms and were therefore forfeited to the issuer.

What transaction did IEP report for 20,486 Depositary Units on May 6, 2026?

On May 6, 2026, 20,486 Deferred Depositary Units were exercised or converted into an equal number of Depositary Units. Those 20,486 Depositary Units were then disposed to the issuer at $7.8829 per unit, with the price excluding credited dividend equivalents.

How do IEP’s Deferred Depositary Units relate to its Depositary Units (IEP)?

Each Deferred Depositary Unit represents the equivalent of one Depositary Unit representing a limited partner interest in Icahn Enterprises L.P. These awards are governed by the 2017 Long-Term Incentive Plan and, in these instances, are settled solely in cash upon vesting.

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Learn about SEC filing dates
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*
Flint Robert

(Last)(First)(Middle)
C/O ICAHN ASSOCIATES HOLDING LLC
16690 COLLINS AVENUE, PH-1

(Street)
SUNNY ISLES FLORIDA 33160

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
ICAHN ENTERPRISES L.P. [ IEP ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Chief Financial Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/06/2026
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
Depositary Units(4)05/06/2026M20,486A(1)(2)20,486D
Depositary Units(4)05/06/2026D20,486D$7.8829(5)0D
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
Deferred Depositary Units(1)(2)05/06/2026M20,486 (1) (1)Depositary Units20,486$020,486D
Deferred Depositary Units(1)(3)05/06/2026D22,610 (1) (1)Depositary Units22,610$00D
Deferred Depositary Units(6)08/14/2026A6,648 (6) (6)Depositary Units6,648$06,648D
Explanation of Responses:
1. The deferred depositary units ("Deferred Depositary Units") previously granted pursuant to the Icahn Enterprises L.P. 2017 Long-Term Incentive Plan. Each Deferred Depositary Unit represents the equivalent of one Depositary Unit representing a limited partner interest of Icahn Enterprises L.P. (the "Issuer"). The Deferred Depositary Units were originally scheduled to vest on December 2, 2027.
2. In connection with the Issuer entering into an employment letter agreement dated May 4, 2026 ("Employment Letter") effective as of May 6, 2026 (the "Effective Date") with the Reporting Person, a prorated number of such Deferred Depositary Units (together with any dividend equivalents credited with respect to such vested Deferred Units) vested through and including the Effective Date and were settled in cash in accordance with the Deferred Unit Agreement, less applicable tax and payroll withholdings.
3. In connection with the Employment Letter, the Reporting Person agreed to, among other things, forfeit any unvested Deferred Depositary Units (together with any dividend equivalents credited with respect to such unvested Deferred Units) that did not vest in accordance with the foregoing.
4. Depositary Units representing limited partner interests in the Issuer.
5. The reported price excludes credited dividend equivalents.
6. The Deferred Depositary Units were granted pursuant to the Icahn Enterprises L.P. 2017 Long-Term Incentive Plan. Each Deferred Depositary Unit represents the equivalent of one Depositary Unit representing a limited partner interest of the Issuer. The Deferred Depositary Units will vest in full on October 31, 2028, subject to the terms, conditions and restrictions of the award agreement governing the grant, and are settled solely in cash in accordance with the terms thereof.
/s/ Robert Flint08/18/2026
** 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)