Sun Country COO sells shares to cover RSU taxes

Sun Country Airlines Holdings, Inc. senior vice president and chief operating officer Stephen Andrew Coley reported an automatic sale of common stock tied to tax obligations.

Rhea-AI Filing Summary

Sun Country Airlines Holdings, Inc. senior vice president and chief operating officer Stephen Andrew Coley reported an automatic sale of common stock tied to tax obligations. He sold 1,202 shares on May 4, 2026 at $15.679 per share in an open-market transaction.

According to the footnote, this sale was executed under a mandated “sell to cover” arrangement to fund tax withholding on vesting restricted stock units and was not a discretionary trade. After the transaction, Coley directly holds 6,294 shares of Sun Country common stock.

Insider Trade Summary

Net Seller: 1,202 shares

Net Sell 1 txn

Insider Coley Stephen Andrew

Role SVP, Chief Operating Officer

Sold 1,202 shs ($19K)

Type	Security	Shares	Price	Value
Sale	Common Stock, par value $0.01 per share	1,202	$15.679	$19K

Holdings After Transaction: Common Stock, par value $0.01 per share — 6,294 shares (Direct)

Footnotes (1)

1. F1. 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 arefunded by a "sell to cover" transaction and does not represent a discretionary trade by the reporting person.

Key Figures

Shares sold: 1,202 shares Sale price: $15.679 per share Shares held after: 6,294 shares

3 metrics

Shares sold 1,202 shares Open-market sale on May 4, 2026

Sale price $15.679 per share Price per share for the 1,202 shares sold

Shares held after 6,294 shares Direct holdings after the transaction

Key Terms

restricted stock units, sell to cover, tax withholding obligations

3 terms

restricted stock units financial

"in connection with the vesting of restricted stock units"

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.

sell to cover financial

"funded by a "sell to cover" transaction and does not represent"

Sell to cover is when a person who receives company stock through options or awards sells just enough shares immediately to pay required taxes, exercise costs, or fees, keeping the rest. Think of it like cashing part of a bonus to cover the tax bill so you can keep the remainder. For investors, it can create predictable small selling pressure and slightly change the number of shares actually held by insiders without increasing long‑term dilution.

tax withholding obligations financial

"sold by the reporting person to cover tax withholding obligations"

FAQ

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

What insider transaction did Sun Country (SNCY) COO Stephen Coley report?

Stephen Coley reported an automatic sale of 1,202 Sun Country shares at $15.679 per share. The sale was tied to tax withholding for vesting restricted stock units and executed as a mandated “sell to cover” transaction, not a discretionary market trade.

Why did Sun Country (SNCY) COO’s Form 4 show a share sale?

The Form 4 shows a sale solely to cover tax withholding obligations from vesting restricted stock units. The filing states this was a mandated “sell to cover” transaction, meaning the shares were sold automatically to fund taxes rather than as an elective share sale.

How many SNCY shares did the COO sell and at what price?

Stephen Coley sold 1,202 shares of Sun Country common stock at $15.679 per share. The filing labels it as an open-market transaction used to satisfy tax withholding on RSU vesting, rather than a discretionary portfolio decision or independent sale of long-held shares.

How many Sun Country (SNCY) shares does the COO hold after this transaction?

Following the tax-related sale, Stephen Coley directly holds 6,294 shares of Sun Country common stock. This post-transaction holding figure comes directly from the Form 4 and reflects his remaining direct equity stake after the 1,202-share sell-to-cover transaction.

Was the SNCY COO’s share sale a discretionary trade?

The filing states the sale was not a discretionary trade. It describes the transaction as a mandated “sell to cover” event executed to fund tax withholding obligations arising from the vesting of restricted stock units, rather than a voluntary open-market sale decision.

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

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Accepted by SEC EDGAR 05/06/2026 - 02:01 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^*

Coley Stephen Andrew

(Last) (First) (Middle)

C/O SUN COUNTRY AIRLINES HOLDINGS, INC.

2005 CARGO ROAD

(Street)

MINNEAPOLIS MINNESOTA 55450

(City) (State) (Zip)

UNITED STATES

(Country)

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, Chief Operating Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/04/2026

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
Common Stock, par value $0.01 per share	05/04/2026		S		1,202(1)	D	$15.679	6,294	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 arefunded by a "sell to cover" transaction and does not represent a discretionary trade by the reporting person.

	Rose Neale, as attorney-in-fact for Stephen Coley	05/05/2026
	** 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)