Republic Airways (NASDAQ: MESA) withholds shares to cover executive taxes

Rhea-AI Filing Summary

Republic Airways Holdings Inc. reported that Senior Vice President and COO Paul Kinstedt had 5,345 shares of common stock withheld by the company on May 29, 2026 to cover taxes due on the vesting of restricted stock tied to an operational milestone. This was a tax-withholding disposition at $20.35 per share, not an open-market sale. After this transaction, Kinstedt directly owns 225,793 shares of Republic Airways common stock.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Kinstedt Paul

Role Senior Vice President and COO

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	5,345	$20.35	$109K

Holdings After Transaction: Common Stock — 225,793 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

Tax-withheld shares: 5,345 shares Withholding price: $20.35 per share Shares held after transaction: 225,793 shares +2 more

5 metrics

Tax-withheld shares 5,345 shares Common stock withheld to pay taxes on restricted stock vesting

Withholding price $20.35 per share Value used for tax-withholding disposition on May 29, 2026

Shares held after transaction 225,793 shares Direct ownership of Republic Airways common stock following withholding

Transaction code F Payment of tax liability by delivering securities (non-derivative)

Transaction direction dispose Tax-withholding disposition, not an open-market sale

Key Terms

restricted stock, operational milestone, tax-withholding disposition, Form 4, +1 more

5 terms

restricted stock financial

"vesting of restricted stock in connection with the certification"

Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.

operational milestone financial

"achievement of a specified operational milestone related to an award"

tax-withholding disposition financial

"transaction_action": "tax-withholding disposition""

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

Form 4 regulatory

"INSIDER FILING DATA (Form 4):"

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

Senior Vice President and COO financial

"officer_title": "Senior Vice President and COO""

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Form 4 Insider Transactions: What Each Field Means →

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

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^*

Kinstedt Paul

(Last) (First) (Middle)

2 BRICKYARD LANE

(Street)

CARMEL INDIANA 46032

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
REPUBLIC AIRWAYS HOLDINGS INC. [ RJET ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Senior Vice President and COO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/29/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	05/29/2026		F(1)		5,345	D	$20.35	225,793	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 shares of common stock withheld by the Issuer to pay taxes applicable to vesting of restricted stock in connection with the certification of achievement of a specified operational milestone related to an award previously reported.

	/s/ Chad M. Pulley, as Attorney-in-Fact	06/02/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What did Mesa Airlines (MESA) executive Paul Kinstedt report in this Form 4?

Paul Kinstedt reported that 5,345 Republic Airways common shares were withheld to pay taxes on vested restricted stock. This was an internal tax-withholding transaction, not an open-market purchase or sale, and reflects routine compensation-related activity.

How many shares were withheld for taxes in Paul Kinstedt’s Form 4?

The filing shows 5,345 shares of Republic Airways common stock were withheld at $20.35 per share. These shares covered taxes arising from the vesting of restricted stock tied to an operational milestone previously awarded as compensation.

Did Paul Kinstedt sell shares of Mesa-related stock on the open market?

No open-market sale is reported. The Form 4 describes a tax-withholding disposition, where 5,345 shares were withheld by the issuer to satisfy tax obligations from restricted stock vesting, rather than being sold into the market.

How many shares does Paul Kinstedt hold after this reported transaction?

After the tax-withholding transaction, Paul Kinstedt directly holds 225,793 shares of Republic Airways common stock. This remaining position shows that the withholding affected only a small portion of his overall direct equity holdings.

What triggered the tax-withholding transaction in Paul Kinstedt’s Form 4?

The withholding occurred because restricted stock vested in connection with certification of a specified operational milestone. When such awards vest, companies often withhold shares to pay applicable taxes instead of requiring executives to provide cash.