SNCY officer sold 228 shares at $11.692 to cover RSU taxes

Rhea-AI Filing Summary

Insider sale to cover taxes: On 10/02/2025, William Trousdale, an officer and SVP/VP FP&A and Treasurer at Sun Country Airlines Holdings, Inc. (SNCY), had 228 shares of common stock sold to satisfy tax withholding from restricted stock unit vesting. The reported sale price was $11.692 per share and the transaction is described as a mandatory "sell to cover" rather than a discretionary trade. After the sale, Trousdale beneficially owns 24,912 shares directly. The Form 4 signature was executed by an attorney-in-fact on 10/06/2025.

Positive

• Transaction is routine—sale was a mandated "sell-to-cover" for RSU tax withholding, not a discretionary trade
• Officer retains material ownership with 24,912 shares remaining after the transaction

Negative

• None.

Insights

Corporate Governance Analyst

Routine sell-to-cover for RSU tax withholding; not a discretionary disposition.

The transaction shows a sell-to-cover of 228 shares at $11.692 to meet tax obligations tied to RSU vesting on 10/02/2025. This is a common administrative step when equity awards vest and the employer or broker sells a portion of the shares to fund withholding.

Key dependencies and near-term items to watch include any future scheduled vesting events or additional reported transactions by the reporting person; the sale itself does not change the officer's role or control and reduced direct holdings to 24,912 shares.

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
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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^*

Trousdale William

(Last) (First) (Middle)

C/O SUN COUNTRY AIRLINES HOLDINGS, INC.

2005 CARGO ROAD

(Street)

MINNEAPOLIS MN 55450

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Sun Country Airlines Holdings, Inc. [ SNCY ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP, VP FP&A, Treasurer

3. Date of Earliest Transaction (Month/Day/Year)
10/02/2025

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, par value $0.01 per share	10/02/2025		S		228(1)	D	$11.692	24,912	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 the number of shares sold by the reporting person to cover tax withholding obligations in connection with the vesting of restricted stock units. This sale is mandated to satisfy the tax withholding obligations which are funded by a "sell to cover" transaction and does not represent a discretionary trade by the reporting person.

	/s/ Rose Neale, attorney-in-fact for William Trousdale	10/06/2025
	** 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.

FAQ

What did William Trousdale report on Form 4 for SNCY?

He reported a sell-to-cover of 228 common shares on 10/02/2025 at $11.692 per share to satisfy tax withholding related to RSU vesting.

Does the Form 4 sale indicate a discretionary trade by the SNCY officer?

No. The filing states the sale was mandated to satisfy tax withholding obligations and was not a discretionary trade by the reporting person.

How many SNCY shares does Trousdale own after the transaction?

The Form 4 shows he beneficially owns 24,912 shares following the reported transaction.

When was the Form 4 signed for this SNCY transaction?

The signature on the Form 4 was made by an attorney-in-fact on 10/06/2025.