Nomad Foods director granted 22,654 RSUs

Dorman Carey J. reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

Dorman Carey J. reported acquisition or exercise transactions in this Form 4 filing.

Nomad Foods Ltd director Carey J. Dorman received a grant of 22,654 restricted share units, increasing his direct holdings to 31,032 ordinary shares. The units will vest on the earlier of the company’s 2027 annual shareholder meeting or July 22, 2027, and the filing also corrects a prior under-reporting of 196 restricted share units.

Insider Trade Summary

Grant/Award: 22,654 shares

Grant/Award 1 txn

Insider Dorman Carey J.

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Ordinary Shares	22,654	$0.00	$0.00

Holdings After Transaction: Ordinary Shares — 31,032 shares (Direct)

Footnotes (3)

1. F1. These shares were issued as a restricted share unit grant to the Reporting Person by the Issuer.
2. F2. These Restricted Share Units shall vest on the earlier of (i) the date of the Issuer's 2027 annual meeting of shareholders or (ii) July 22, 2027.
3. F3. This amount corrects an inadvertent administrative error in the Form 3 filed by the Reporting Person on March 17, 2026 in which the number of securities beneficially owned by the Reporting Person was under-reported by 196 restricted share units.

Key Figures

RSU grant size: 22,654 shares Holdings after transaction: 31,032 shares Grant price: $0.0000 per share +2 more

5 metrics

RSU grant size 22,654 shares Restricted share unit award to director

Holdings after transaction 31,032 shares Total ordinary shares beneficially owned after grant

Grant price $0.0000 per share Compensation award, no purchase price

Vesting date latest July 22, 2027 RSUs vest on earlier of 2027 meeting or this date

Under-reported units corrected 196 units Correction to earlier Form 3 beneficial ownership

Key Terms

Restricted Share Units, vest, beneficially owned, annual meeting of shareholders

4 terms

Restricted Share Units financial

"These shares were issued as a restricted share unit grant to the Reporting Person by the Issuer."

Restricted share units (RSUs) are a promise from a company to give an employee or service provider actual shares or cash equal to the shares after certain conditions are met, typically staying with the company for a set time or hitting performance targets. Think of them like a time-locked gift card that becomes usable only after you’ve earned it. For investors, RSUs matter because they align employee incentives with company performance and can increase the number of shares outstanding over time, diluting existing ownership and affecting earnings per share.

vest financial

"These Restricted Share Units shall vest on the earlier of (i) the date of the Issuer's 2027 annual meeting of shareholders or (ii) July 22, 2027."

A vest is the process by which an employee earns the right to receive certain benefits or ownership interests, such as stock or retirement funds, over time. It’s similar to earning a reward gradually, ensuring that the benefit becomes fully yours only after a set period or meeting specific conditions. This makes it important for investors because it determines when they can actually claim or use those benefits.

beneficially owned financial

"the number of securities beneficially owned by the Reporting Person was under-reported by 196 restricted share units."

Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.

annual meeting of shareholders financial

"the date of the Issuer's 2027 annual meeting of shareholders or (ii) July 22, 2027."

A yearly gathering where a company’s owners (shareholders) vote on key items like electing the board, approving executive pay, and ratifying auditors, and receive updates on performance and strategy. Think of it as an annual town hall for owners: it matters to investors because outcomes and disclosures can affect leadership, corporate direction, dividend and governance policies, and therefore the company’s risk and potential return.

FAQ

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

What insider transaction did Nomad Foods (NOMD) disclose for Carey J. Dorman?

Nomad Foods disclosed that director Carey J. Dorman received a grant of 22,654 restricted share units at no purchase price. This is a compensation-related award rather than an open-market purchase or sale of Nomad Foods ordinary shares.

How many Nomad Foods (NOMD) shares does Carey J. Dorman hold after this Form 4?

After the reported grant, Carey J. Dorman beneficially owns 31,032 Nomad Foods ordinary shares. This total reflects the newly awarded 22,654 restricted share units and includes a correction of 196 units that were previously under-reported in an earlier filing.

When do Carey J. Dorman’s new Nomad Foods (NOMD) restricted share units vest?

The restricted share units granted to Carey J. Dorman will vest on the earlier of Nomad Foods’ 2027 annual meeting of shareholders or July 22, 2027. Vesting means the units convert into shares he fully owns at that future date.

Was there any correction to prior Nomad Foods (NOMD) insider holdings in this filing?

Yes. The filing states that a prior Form 3 for Carey J. Dorman inadvertently under-reported his beneficial ownership by 196 restricted share units. This Form 4 corrects that administrative error regarding his previously disclosed Nomad Foods holdings.

Did Carey J. Dorman buy or sell Nomad Foods (NOMD) shares on the market?

No market buy or sell is reported. The transaction is coded as an award acquisition, meaning Nomad Foods granted 22,654 restricted share units to Carey J. Dorman as compensation, with no cash purchase or open-market sale involved.

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

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Accepted by SEC EDGAR 06/24/2026 - 05:00 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^*

Dorman Carey J.

(Last) (First) (Middle)

C/O NOMAD FOODS LTD.

FORGE, 43 CHURCH STREET WEST

(Street)

WOKING GU21 6HT

(City) (State) (Zip)

UNITED KINGDOM

(Country)

2. Issuer Name and Ticker or Trading Symbol
Nomad Foods Ltd [ NOMD ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/22/2026

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
Ordinary Shares(1)	06/22/2026		A		22,654(2)	A	$0	31,032(3)	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. These shares were issued as a restricted share unit grant to the Reporting Person by the Issuer.

2. These Restricted Share Units shall vest on the earlier of (i) the date of the Issuer's 2027 annual meeting of shareholders or (ii) July 22, 2027.

3. This amount corrects an inadvertent administrative error in the Form 3 filed by the Reporting Person on March 17, 2026 in which the number of securities beneficially owned by the Reporting Person was under-reported by 196 restricted share units.

Remarks:

	/s/ Neil Fletcher, Attorney-in-Fact	06/24/2026
	** 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)