Oatly (NASDAQ: OTLY) COO sells 39,066 ADSs, still holds 234,725

Filing Impact

(High)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

Oatly Group AB Global President & COO Daniel Eduardo Ordonez reported an automatic sale of 39,066 ADSs at $8.95 per ADS. According to the filing, the ADSs were sold in a sell-to-cover transaction to satisfy tax withholding obligations upon the vesting of restricted stock units and did not represent a discretionary trade.

After this tax-related sale, Ordonez directly holds 234,725 ADSs, as well as stock options covering 73,584 ADSs at an exercise price of $21.20 and options covering 135,685 ADSs at an exercise price of $10.05. Footnotes indicate these stock options vest in annual increments beginning on May 30, 2025 and May 30, 2027 and expire several years after vesting or grant.

Insider Trade Summary

Net Seller: 39,066 shares ($349,641)

Net Sell 3 txns

Insider Ordonez Daniel Eduardo

Role Global President & COO

Sold 39,066 shs ($350K)

Type	Security	Shares	Price	Value
Sale	ADSs	39,066	$8.95	$350K
holding	Stock Options	--	--	--
holding	Stock Options	--	--	--

Holdings After Transaction: ADSs — 234,725 shares (Direct, null); Stock Options — 135,685 shares (Direct, null)

Footnotes (1)

The ADSs were sold pursuant to a sell to cover transaction to satisfy tax withholding obligations upon the vesting of RSUs. The sale was executed automatically pursuant to a sell to cover arrangement and does not represent a discretionary trade by the Reporting Person. Includes RSUs, each RSU represents a right to receive one ADS in the Issuer. 16,352 RSUs vest on 5/30/2027, 63,913 RSUs will vest in two equal annual increments beginning 5/30/2027, and 74,626 RSUs will vest in three equal annual increments beginning 5/30/2027. There are no voting or dividend rights prior to vesting. Each stock option represents a right to receive one ADS in the Issuer. The stock options vest in three equal annual increments beginning 5/30/2027. The stock options expire seven years after the grant date. The stock options vest in three equal annual increments beginning 5/30/2025. The stock options expire five years after the relevant vesting date.

Key Figures

ADSs sold: 39,066 ADSs Sale price: $8.95 per ADS ADSs held after sale: 234,725 ADSs +4 more

7 metrics

ADSs sold 39,066 ADSs Open-market sale to cover tax withholding

Sale price $8.95 per ADS Price for 39,066 ADSs sold

ADSs held after sale 234,725 ADSs Direct holdings following transaction

Options exercise price 1 $21.20 Stock options on 73,584 ADSs

Underlying ADSs for options 1 73,584 ADSs Subject to options at $21.20

Options exercise price 2 $10.05 Stock options on 135,685 ADSs

Underlying ADSs for options 2 135,685 ADSs Subject to options at $10.05

Key Terms

ADSs, sell to cover transaction, RSUs, stock options, +1 more

5 terms

ADSs financial

"The ADSs were sold pursuant to a sell to cover transaction"

sell to cover transaction financial

"The ADSs were sold pursuant to a sell to cover transaction"

RSUs financial

"Includes RSUs, each RSU represents a right to receive one ADS"

RSUs, or restricted stock units, are a form of company shares given to employees as part of their compensation. They are typically awarded with certain restrictions, such as a waiting period before they can be fully owned or sold, similar to earning a gift that becomes fully yours over time. For investors, RSUs can impact a company's stock offerings and reflect how much the company relies on stock-based incentives to attract and retain talent.

stock options financial

"Each stock option represents a right to receive one ADS"

Stock options are agreements that give a person the right to buy or sell a company's stock at a specific price within a certain time frame. They are often used as a reward or incentive, similar to a coupon that can be used later if the stock price rises, allowing the holder to make a profit.

vesting financial

"The stock options vest in three equal annual increments beginning 5/30/2027"

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

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Form 4 Insider Transactions: What Each Field Means →

06/03/2026 - 06:48 PM

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^*

Ordonez Daniel Eduardo

(Last)

(First)

(Middle)

ANGFARJEKAJEN 8

(Street)

MALMO

SWEDEN

211 19

(City)

(State)

(Zip)

SWEDEN

(Country)

2. Issuer Name and Ticker or Trading Symbol
Oatly Group AB [ OTLY ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Global President & COO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/02/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
ADSs	06/02/2026		S⁽¹⁾		39,066	D	$8.95	234,725⁽²⁾	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Options⁽³⁾	$10.05							⁽⁴⁾	⁽⁵⁾	ADSs	135,685		135,685	D
Stock Options⁽³⁾	$21.2							⁽⁶⁾	⁽⁷⁾	ADSs	73,584		73,584	D

Explanation of Responses:

1. The ADSs were sold pursuant to a sell to cover transaction to satisfy tax withholding obligations upon the vesting of RSUs. The sale was executed automatically pursuant to a sell to cover arrangement and does not represent a discretionary trade by the Reporting Person.

2. Includes RSUs, each RSU represents a right to receive one ADS in the Issuer. 16,352 RSUs vest on 5/30/2027, 63,913 RSUs will vest in two equal annual increments beginning 5/30/2027, and 74,626 RSUs will vest in three equal annual increments beginning 5/30/2027. There are no voting or dividend rights prior to vesting.

3. Each stock option represents a right to receive one ADS in the Issuer.

4. The stock options vest in three equal annual increments beginning 5/30/2027.

5. The stock options expire seven years after the grant date.

6. The stock options vest in three equal annual increments beginning 5/30/2025.

7. The stock options expire five years after the relevant vesting date.

	Timothy Sjovall, pursuant to power of attorney	06/03/2026
	** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Oatly (OTLY) report for Daniel Ordonez?

Oatly reported that Global President & COO Daniel Ordonez sold 39,066 ADSs at $8.95 each. The sale was an automatic sell-to-cover transaction for tax withholding on vesting RSUs, rather than a discretionary market trade by the executive.

Why did Oatly executive Daniel Ordonez sell 39,066 ADSs?

The 39,066 ADSs were sold to cover tax withholding obligations from vesting restricted stock units. The filing states the sale was executed automatically under a sell-to-cover arrangement and does not represent a discretionary trading decision by Daniel Ordonez.

How many Oatly (OTLY) ADSs does Daniel Ordonez hold after this transaction?

After the tax-related sale, Daniel Ordonez holds 234,725 ADSs directly. In addition, he has outstanding stock options and RSUs that can convert into additional ADSs over time as they vest according to the schedules described in the filing footnotes.

What stock options on Oatly ADSs does Daniel Ordonez retain?

Daniel Ordonez retains stock options linked to 73,584 ADSs at an exercise price of $21.20 and options linked to 135,685 ADSs at an exercise price of $10.05. These options vest in equal annual increments starting May 30, 2025 and May 30, 2027.

How are Daniel Ordonez’s Oatly RSUs structured and when do they vest?

The filing notes RSUs where each unit represents one ADS. 16,352 RSUs vest on May 30, 2027, 63,913 RSUs vest in two equal annual installments beginning May 30, 2027, and 74,626 RSUs vest in three equal annual installments beginning May 30, 2027, with no voting or dividend rights before vesting.

Was Daniel Ordonez’s Oatly ADS sale a discretionary trade?

No. The filing explains the ADSs were sold automatically under a sell-to-cover arrangement to satisfy tax withholding on vesting RSUs. It explicitly states this does not represent a discretionary trade by Daniel Ordonez in the open market.