Director RSUs Settled in Sun Country–Allegiant Deal

Sun Country Airlines Holdings, LLC director Wendy Lee Schoppert reported a disposition of equity tied to the company’s merger with Allegiant Travel Company.

Rhea-AI Filing Summary

Sun Country Airlines Holdings, LLC director Wendy Lee Schoppert reported a disposition of equity tied to the company’s merger with Allegiant Travel Company. The filing shows 7,040 Sun Country restricted stock units were fully vested and cancelled in connection with the closing of the mergers.

Each cancelled restricted stock unit converted into the right to receive $4.10 in cash plus 0.1557 shares of Allegiant common stock. Following this merger-related settlement, the Form 4 lists 0 shares of Sun Country common stock held directly by the reporting person.

Insider Trade Summary

Disposition: 7,040 shares

Disposition 1 txn

Insider Schoppert Wendy Lee

Role Director

Type	Security	Shares	Price	Value
Disposition	COMMON STOCK	7,040	$0.00	$0.00

Holdings After Transaction: COMMON STOCK — 0 shares (Direct)

Footnotes (3)

1. F1. On May 13, 2026, pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of January 11, 2026, by and among Sun Country Airlines Holdings, Inc. ("Sun Country" ), Allegiant Travel Company ("Allegiant"), Mirage Merger Sub, Inc. ("Merger Sub 1") and a direct wholly owned subsidiary of Allegiant, Sawdust Merger Sub, LLC ("Merger Sub 2"), a direct wholly owned subsidiary of Allegiant: (a) Merger Sub 1 merged with and into Sun Country (the "First Merger"), with Sun Country surviving the First Merger as a direct wholly owned subsidiary of Allegiant and (b) immediately after the First Merger, Sun Country merged with and into Merger Sub 2, with Merger Sub 2 surviving as a direct, wholly owned subsidiary of Allegiant (the "Second Merger" and, together with the First Merger, the "Mergers"). All terms capitalized but not defined herein shall have the meaning given to them in the Merger Agreement.
2. F2. (Continued from footnote 1) Following consummation of the Mergers, Sun Country Airlines Holdings, Inc. is now known as Sun Country Airlines Holdings, LLC.
3. F3. Reflects each outstanding Sun Country restricted stock unit award ("Company RSU Award") consisting of 7,040 restricted stock units previously granted to the reporting person, which, as of immediately prior to the effective time of the First Merger, such Company RSU Awards became fully vested (to the extent not yet vested) and were cancelled and converted into the right to receive (a) $4.10 in cash, without interest and (b) 0.1557 shares of Allegiant common stock, par value $0.001 per share.

Key Figures

RSUs cancelled: 7,040 restricted stock units Cash per RSU: $4.10 per unit Stock per RSU: 0.1557 Allegiant shares per unit +1 more

4 metrics

RSUs cancelled 7,040 restricted stock units Outstanding Sun Country RSU award cancelled at merger closing

Cash per RSU $4.10 per unit Cash portion of consideration for each cancelled RSU

Stock per RSU 0.1557 Allegiant shares per unit Equity portion of consideration for each cancelled RSU

Post-transaction Sun Country holdings 0 shares Directly held Sun Country common stock after RSU settlement

Key Terms

Agreement and Plan of Merger, restricted stock unit, disposition to issuer, First Merger, +1 more

5 terms

Agreement and Plan of Merger regulatory

"pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of January 11, 2026"

An Agreement and Plan of Merger is a formal document where two companies agree to combine into one, outlining how the process will happen. It’s like a step-by-step plan for merging, and it matters because it shows both sides have agreed on the details before the official transition takes place.

restricted stock unit financial

"Reflects each outstanding Sun Country restricted stock unit award ("Company RSU Award") consisting of 7,040 restricted stock units"

A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.

disposition to issuer financial

"transaction_code_description": "Disposition to issuer""

First Merger regulatory

"Merger Sub 1 merged with and into Sun Country (the "First Merger"), with Sun Country surviving"

Second Merger regulatory

"Sun Country merged with and into Merger Sub 2, with Merger Sub 2 surviving ... (the "Second Merger")"

FAQ

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

What insider transaction did Sun Country (SNCY) report for Wendy Lee Schoppert?

Wendy Lee Schoppert reported a disposition of 7,040 Sun Country restricted stock units. These units vested and were cancelled in connection with the company’s merger into Allegiant-related entities under an Agreement and Plan of Merger dated January 11, 2026.

How were Sun Country (SNCY) RSUs treated in the Allegiant merger?

Each outstanding Sun Country restricted stock unit became fully vested and was cancelled at the merger’s effective time. Holders received the right to $4.10 in cash plus 0.1557 shares of Allegiant common stock for each restricted stock unit previously granted.

Did Wendy Lee Schoppert sell Sun Country (SNCY) shares on the open market?

No, the Form 4 shows a disposition to the issuer rather than an open-market sale. The 7,040 restricted stock units were cancelled and converted into cash and Allegiant stock as part of the negotiated merger consideration structure.

What does the Form 4 show as Wendy Schoppert’s Sun Country (SNCY) holdings after the transaction?

The Form 4 reports 0 shares of Sun Country common stock held directly by Wendy Schoppert following the transaction. This reflects the cancellation and settlement of her 7,040 restricted stock units in connection with the completion of the mergers.

Why is Sun Country Airlines Holdings now listed as an LLC after the merger?

Following consummation of the mergers with Allegiant-related entities, Sun Country Airlines Holdings, Inc. became Sun Country Airlines Holdings, LLC. This name change reflects its new status as a direct, wholly owned subsidiary within Allegiant’s post-merger corporate structure.

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

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Accepted by SEC EDGAR 05/15/2026 - 08:58 PM 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

X

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^*

Schoppert Wendy Lee

(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, LLC [ SNCY ]

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)
05/13/2026

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	05/13/2026		D		7,040(1)(2)(3)	D	(1)(2)(3)	0	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. On May 13, 2026, pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of January 11, 2026, by and among Sun Country Airlines Holdings, Inc. ("Sun Country" ), Allegiant Travel Company ("Allegiant"), Mirage Merger Sub, Inc. ("Merger Sub 1") and a direct wholly owned subsidiary of Allegiant, Sawdust Merger Sub, LLC ("Merger Sub 2"), a direct wholly owned subsidiary of Allegiant: (a) Merger Sub 1 merged with and into Sun Country (the "First Merger"), with Sun Country surviving the First Merger as a direct wholly owned subsidiary of Allegiant and (b) immediately after the First Merger, Sun Country merged with and into Merger Sub 2, with Merger Sub 2 surviving as a direct, wholly owned subsidiary of Allegiant (the "Second Merger" and, together with the First Merger, the "Mergers"). All terms capitalized but not defined herein shall have the meaning given to them in the Merger Agreement.

2. (Continued from footnote 1) Following consummation of the Mergers, Sun Country Airlines Holdings, Inc. is now known as Sun Country Airlines Holdings, LLC.

3. Reflects each outstanding Sun Country restricted stock unit award ("Company RSU Award") consisting of 7,040 restricted stock units previously granted to the reporting person, which, as of immediately prior to the effective time of the First Merger, such Company RSU Awards became fully vested (to the extent not yet vested) and were cancelled and converted into the right to receive (a) $4.10 in cash, without interest and (b) 0.1557 shares of Allegiant common stock, par value $0.001 per share.

	/s/ Rose Neale, as attorney-in-fact for Wendy Schoppert	05/15/2026
	** 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)