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Southland CEO's Family Trusts Hold Massive $100M+ Stake as RSUs Vest

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Southland Holdings (SLND) reported significant insider trading activity by President and CEO Frankie S. Renda on June 25, 2025. Renda, who serves as Director and is a 10% owner, executed two key transactions:

  • Acquired 55,432 shares through the vesting of Restricted Stock Units (RSUs)
  • Disposed of 1,302 shares at $3.80 per share for tax withholding purposes

Following these transactions, Renda's holdings include 15,021,884 shares held directly and significant indirect ownership through multiple family trusts:

  • 6,140,497 shares via Frank Renda 2015 Irrevocable Trust
  • 2,211,394 shares each in three children's trusts
  • 69,270 shares held by spouse

The RSU award from June 25, 2024, follows a three-year vesting schedule, with remaining portions vesting in 2026 and 2027. Renda maintains 110,866 unvested RSUs following this transaction.

Positive

  • None.

Negative

  • None.
Insider Renda Frankie S.
Role PRESIDENT AND CEO
Type Security Shares Price Value
Exercise Restricted Stock Unit 55,432 $0.00 --
Exercise Common Stock 55,432 $0.00 --
Tax Withholding Common Stock 1,302 $3.80 $5K
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Restricted Stock Unit — 110,866 shares (Direct); Common Stock — 15,023,186 shares (Direct); Common Stock — 6,140,497 shares (Indirect, By Frank Renda 2015 Irrevocable Trust)
Footnotes (1)
  1. Each restricted stock unit is equivalent to one share of the Issuer's common stock. Represents shares withheld to satisfy tax withholding obligations in connection with shares of common stock issued to the reporting person. Reflects the closing trading price of the Issuer's common stock on June 25, 2025. These shares are held directly by the Frank Renda 2015 Irrevocable Trust ("Trust A"), a family trust established for the benefit of the immediate family of Frankie S. Renda. Frankie S. Renda is the sole trustee of Trust A. For purposes of Section 16 of the Securities Exchange Act of 1934, as amended, the reporting person disclaims beneficial ownership of any such securities, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that such reporting person is the beneficial owner of such securities for purposes of Section 16 or otherwise. These shares are held directly by the Madison Nicole Renda Trust ("Trust B"), a family trust established for the benefit of a child of Frankie S. Renda. Frankie S. Renda is the sole trustee of Trust B. These shares are held directly by the Dominic Vincent Renda Trust ("Trust C"), a family trust established for the benefit of a child of Frankie S. Renda. Frankie S. Renda is the sole trustee of Trust C. These shares are held directly by the Santino Leonidas Renda Trust ("Trust D"), a family trust established for the benefit of a child of Frankie S. Renda. Frankie S. Renda is the sole trustee of Trust D. These shares are held directly by the spouse of Frankie S. Renda. The reporting person received an award of restricted stock units on June 25, 2024. The restricted stock units shall vest over a three-year period, with one-third (1/3) of the shares vesting on June 25, 2025, one-third (1/3) of the shares vesting on June 25, 2026, and the remaining shares vesting on June 25, 2027.
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*
Renda Frankie S.
(Last) (First) (Middle)
1100 KUBOTA DR.
(Street)
GRAPEVINE TX 76051
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Southland Holdings, Inc. [ SLND ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
X Officer (give title below) Other (specify below)
PRESIDENT AND CEO
3. Date of Earliest Transaction (Month/Day/Year)
06/25/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
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 06/25/2025 M 55,432 A (1) 15,023,186 D
Common Stock 06/25/2025 F 1,302(2) D $3.8(3) 15,021,884 D
Common Stock 6,140,497 I By Frank Renda 2015 Irrevocable Trust(4)(5)
Common Stock 2,211,394 I By Madison Nicole Renda Trust(5)(6)
Common Stock 2,211,394 I By Dominic Vincent Renda Trust(5)(7)
Common Stock 2,211,394 I By Santino Leonidas Renda Trust(5)(8)
Common Stock 69,270 I By Amanda Delee Renda(5)(9)
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
Restricted Stock Unit (1) 06/25/2025 M 55,432 (10) (10) Common Stock 55,432 $0 110,866 D
Explanation of Responses:
1. Each restricted stock unit is equivalent to one share of the Issuer's common stock.
2. Represents shares withheld to satisfy tax withholding obligations in connection with shares of common stock issued to the reporting person.
3. Reflects the closing trading price of the Issuer's common stock on June 25, 2025.
4. These shares are held directly by the Frank Renda 2015 Irrevocable Trust ("Trust A"), a family trust established for the benefit of the immediate family of Frankie S. Renda. Frankie S. Renda is the sole trustee of Trust A.
5. For purposes of Section 16 of the Securities Exchange Act of 1934, as amended, the reporting person disclaims beneficial ownership of any such securities, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that such reporting person is the beneficial owner of such securities for purposes of Section 16 or otherwise.
6. These shares are held directly by the Madison Nicole Renda Trust ("Trust B"), a family trust established for the benefit of a child of Frankie S. Renda. Frankie S. Renda is the sole trustee of Trust B.
7. These shares are held directly by the Dominic Vincent Renda Trust ("Trust C"), a family trust established for the benefit of a child of Frankie S. Renda. Frankie S. Renda is the sole trustee of Trust C.
8. These shares are held directly by the Santino Leonidas Renda Trust ("Trust D"), a family trust established for the benefit of a child of Frankie S. Renda. Frankie S. Renda is the sole trustee of Trust D.
9. These shares are held directly by the spouse of Frankie S. Renda.
10. The reporting person received an award of restricted stock units on June 25, 2024. The restricted stock units shall vest over a three-year period, with one-third (1/3) of the shares vesting on June 25, 2025, one-third (1/3) of the shares vesting on June 25, 2026, and the remaining shares vesting on June 25, 2027.
/s/ Frankie S. Renda 06/27/2025
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

How many SLND shares did CEO Frankie Renda acquire on June 25, 2025?

CEO Frankie Renda acquired 55,432 shares of SLND common stock on June 25, 2025, through the vesting of restricted stock units (RSUs). However, 1,302 shares were withheld for tax purposes, resulting in a net acquisition of 54,130 shares.

What is the total SLND stock ownership of CEO Frankie Renda, including direct and indirect holdings?

Following the transactions, Frankie Renda's total beneficial ownership includes 15,021,884 shares held directly, plus indirect ownership through various family trusts: 6,140,497 shares in Frank Renda 2015 Irrevocable Trust, 2,211,394 shares each in three children's trusts, and 69,270 shares held by his spouse, totaling approximately 27.9 million shares.

What is the vesting schedule for SLND CEO's restricted stock units granted in 2024?

The restricted stock units granted on June 25, 2024, vest over a three-year period: one-third (1/3) vesting on June 25, 2025, one-third (1/3) vesting on June 25, 2026, and the final third vesting on June 25, 2027.

What was the stock price of SLND used for tax withholding on June 25, 2025?

The stock price used for tax withholding was $3.80 per share, which was SLND's closing trading price on June 25, 2025.

What positions does Frankie Renda hold at SLND according to the Form 4?

According to the Form 4, Frankie Renda serves multiple roles at SLND: Director, 10% Owner, and President and CEO of the company.