Nomad Foods director shares withheld for taxes

Nomad Foods director Melanie Dawn Stack reported a routine tax-withholding share disposition linked to restricted stock unit vesting.

Rhea-AI Filing Summary

Nomad Foods director Melanie Dawn Stack reported a routine tax-withholding share disposition linked to restricted stock unit vesting. On July 2, 4,021 Ordinary Shares were withheld by the company at $10.02 per share to cover her tax liability. These shares relate to 8,182 restricted stock units that vested on June 22, 2026 and were settled on July 2, 2026. Following this non‑market transaction, she directly holds 39,396 Ordinary Shares.

Insider Trade Summary

Exercise Price or Tax Liability: 4,021 shares

Exercise Price or Tax Liability 1 txn

Insider STACK MELANIE DAWN

Role Director

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Ordinary Shares	4,021	$10.02	$40K

Holdings After Transaction: Ordinary Shares — 39,396 shares (Direct)

Footnotes (1)

1. F1. 8,182 restricted stock units held by the reporting person vesting on June 22, 2026 and settled on July 2, 2026. The Issuer withheld the reported shares to cover the reporting person's tax liability associated with the vesting of these restricted stock units.

Key Figures

Shares withheld for taxes: 4,021 shares Withholding reference price: $10.02 per share Shares held after transaction: 39,396 shares +1 more

4 metrics

Shares withheld for taxes 4,021 shares Ordinary Shares withheld on July 2, 2026 for tax liability

Withholding reference price $10.02 per share Price per share shown for 4,021-share tax-withholding disposition

Shares held after transaction 39,396 shares Direct Ordinary Share holdings following the Form 4 transaction

Vested RSUs 8,182 units Restricted stock units vesting June 22, 2026 and settled July 2, 2026

Key Terms

restricted stock units, tax liability, Ordinary Shares, tax-withholding disposition

4 terms

restricted stock units financial

"8,182 restricted stock units held by the reporting person vesting on June 22, 2026"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

tax liability financial

"to cover the reporting person's tax liability associated with the vesting"

Ordinary Shares financial

"security_title": "Ordinary Shares""

Ordinary shares are a type of ownership stake in a company, giving shareholders a right to participate in the company’s profits and decision-making through voting. They are similar to owning a piece of a business, and their value can rise or fall based on the company's performance. Investors buy ordinary shares to potentially earn dividends and benefit from the company's growth over time.

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.

FAQ

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

What insider transaction did Nomad Foods (NOMD) report for Melanie Dawn Stack?

Nomad Foods reported a tax-withholding disposition for director Melanie Dawn Stack. The issuer withheld 4,021 Ordinary Shares at $10.02 each to cover taxes due on vested restricted stock units, a non‑market, compensation-related event.

How many Nomad Foods (NOMD) shares were withheld for taxes in this Form 4?

The company withheld 4,021 Ordinary Shares to satisfy Melanie Dawn Stack’s tax liability. The Form 4 lists a price of $10.02 per share for this disposition, reflecting a standard mechanism rather than an open‑market sale.

What restricted stock units vested for Nomad Foods (NOMD) director Melanie Dawn Stack?

She held 8,182 restricted stock units that vested on June 22, 2026 and were settled on July 2, 2026. The issuer then withheld 4,021 shares tied to this vesting to cover her associated tax obligations, as disclosed in the footnote.

Does the Nomad Foods (NOMD) Form 4 show an open-market sale by Melanie Dawn Stack?

No, the Form 4 shows a tax-withholding disposition coded “F,” not an open‑market sale. The issuer retained 4,021 shares to pay taxes on vested restricted stock units, a common administrative step in equity compensation.

How many Nomad Foods (NOMD) shares does Melanie Dawn Stack hold after this transaction?

After the reported tax-withholding transaction, Melanie Dawn Stack directly holds 39,396 Ordinary Shares. This figure reflects her position following the withholding of 4,021 shares for taxes on vested restricted stock units.

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

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Accepted by SEC EDGAR 07/06/2026 - 04:34 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^*

STACK MELANIE DAWN

(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)
07/02/2026

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	07/02/2026		F		4,021(1)	D	$10.02	39,396	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. 8,182 restricted stock units held by the reporting person vesting on June 22, 2026 and settled on July 2, 2026. The Issuer withheld the reported shares to cover the reporting person's tax liability associated with the vesting of these restricted stock units.

Remarks:

	/s/ Neil Fletcher, Attorney-in-Fact	07/06/2026
	** 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)