Exec reports tax-withholding share disposition

REPUBLIC AIRWAYS HOLDINGS INC. executive Matthew Koscal reported a routine tax-withholding transaction related to equity compensation.

Rhea-AI Filing Summary

REPUBLIC AIRWAYS HOLDINGS INC. executive Matthew Koscal reported a routine tax-withholding transaction related to equity compensation. On the vesting of restricted stock tied to an operational milestone, the issuer withheld 11,696 shares of common stock at $20.35 per share to cover applicable taxes. Following this non-market disposition, Koscal directly holds 374,020 shares of common stock.

Insider Trade Summary

Exercise Price or Tax Liability: 11,696 shares

Exercise Price or Tax Liability 1 txn

Insider Koscal Matthew

Role See Remarks

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Common Stock	11,696	$20.35	$238K

Holdings After Transaction: Common Stock — 374,020 shares (Direct)

Footnotes (1)

1. F1. 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.

Key Figures

Shares withheld for taxes: 11,696 shares Tax valuation price: $20.35 per share Shares held after transaction: 374,020 shares +1 more

4 metrics

Shares withheld for taxes 11,696 shares Withheld to cover taxes on restricted stock vesting

Tax valuation price $20.35 per share Value applied to withheld shares

Shares held after transaction 374,020 shares Direct ownership after tax-withholding disposition

Transaction date 2026-05-29 Date of tax-withholding disposition

Key Terms

tax-withholding disposition, restricted stock, operational milestone, Common Stock

4 terms

tax-withholding disposition financial

"Payment of exercise price or tax liability by delivering securities"

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.

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"

Common Stock financial

"Represents shares of common stock withheld by the Issuer"

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did MESA executive Matthew Koscal report?

Matthew Koscal reported a tax-withholding disposition of 11,696 shares of Republic Airways common stock. The shares were withheld by the issuer to cover taxes due upon vesting of restricted stock tied to an operational milestone.

Was the MESA-related Koscal Form 4 an open-market sale of shares?

No, the Form 4 reflects shares withheld for taxes, not an open-market sale. Republic Airways retained 11,696 shares to satisfy tax obligations when restricted stock vested after achievement of a specified operational milestone.

How many Republic Airways shares does Matthew Koscal hold after this Form 4?

After the reported tax-withholding disposition, Matthew Koscal directly holds 374,020 shares of Republic Airways common stock. This figure reflects his position following the issuer’s retention of 11,696 shares for tax purposes on vested restricted stock.

What price per share was used for Koscal’s tax-withholding disposition tied to MESA?

The issuer valued the withheld shares at $20.35 per share for tax purposes. At that price, 11,696 shares of Republic Airways common stock were retained to satisfy the tax liability from the vesting of a restricted stock award.

What triggered the restricted stock vesting in Koscal’s MESA-related Form 4?

The restricted stock vested when an operational milestone was certified as achieved. In connection with that milestone-based vesting, Republic Airways withheld 11,696 common shares from Matthew Koscal to cover the associated tax obligation.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 06/02/2026 - 07:23 PM EDT Learn about SEC filing dates

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^*

Koscal Matthew

(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)
	See Remarks

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)		11,696	D	$20.35	374,020	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.

Remarks:

Title: President and Chief Commercial Officer

	/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)