Erin Neale sells 279 SNCY shares at $11.699 in sell-to-cover

Rhea-AI Filing Summary

Sun Country Airlines Holdings, Inc. (SNCY) reported an insider transaction by Erin Rose Neale, SVP and Chief Legal Officer. On 10/02/2025 Ms. Neale disposed of 279 shares of common stock in a sell-to-cover transaction at an average price of $11.699 per share to satisfy tax-withholding obligations tied to vested restricted stock units. After the sale she continues to beneficially own 30,090 shares directly. The filing notes the sale was mandated for tax withholding and was not a discretionary trade by the reporting person.

Positive

• Maintains significant direct ownership of 30,090 shares after the mandated sale
• Transaction was non-discretionary and explicitly to satisfy tax withholding for vested RSUs

Negative

• Sold 279 shares which modestly reduces insider holdings; sale occurred at $11.699 per share

Insights

Corporate Governance Analyst

Tax-driven sell-to-cover reduced holdings by a small amount; meaningful ongoing ownership remains.

The transaction is a routine sell-to-cover tied to the vesting of restricted stock units, which converts part of awarded equity into cash to pay taxes. The filing shows 279 shares sold at $11.699 and a continuing direct stake of 30,090 shares, indicating maintained alignment with shareholders.

Key dependency is the vesting schedule and future restricted stock unit events; monitor further Form 4s around expected vesting windows in the next 12 months for additional mandated sales or discretionary trades.

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^*

Neale Erin Rose

(Last) (First) (Middle)

C/O SUN COUNTRY ARLINES 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, Chief Legal Officer

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		279(1)	D	$11.699	30,090	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/ Erin Rose Neale	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 the SNCY Form 4 filed by Erin Rose Neale report?

It reported a sell-to-cover of 279 shares on 10/02/2025 at $11.699 per share to satisfy tax-withholding from vested restricted stock units.

How many SNCY shares does Erin Rose Neale own after the transaction?

She beneficially owns 30,090 shares directly following the reported transaction.

Was the sale by the insider a discretionary trade?

No. The filing states the sale was mandated to satisfy tax withholding obligations and does not represent a discretionary trade.

What type of security and transaction code were reported on the SNCY Form 4?

The transaction involved common stock and is reported as a sale (transaction code S) of shares to cover taxes.