United Airlines exec reports RSU vesting and taxes

United Airlines Holdings EVP & Chief Commercial Officer Andrew P. Nocella reported multiple equity award transactions.

Rhea-AI Filing Summary

United Airlines Holdings EVP & Chief Commercial Officer Andrew P. Nocella reported multiple equity award transactions. Restricted stock units vested and were settled into UAL common stock, increasing his directly held shares. A separate transaction withheld 13,937 shares of common stock at $106.30 per share to cover tax obligations related to these RSU vestings.

Insider Trade Summary

31,098 shares exercised/converted

Exercise 7 txns

Insider Nocella Andrew P

Role EVP & Chief Commercial Officer

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	12,067	$0.00	$0.00
Exercise	Restricted Stock Units	11,849	$0.00	$0.00
Exercise	Restricted Stock Units	7,182	$0.00	$0.00
Exercise	Common Stock	12,067	$0.00	$0.00
Exercise	Common Stock	11,849	$0.00	$0.00
Exercise	Common Stock	7,182	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	13,937	$106.30	$1.48M

Holdings After Transaction: Restricted Stock Units — 26,213 contracts (Direct); Common Stock — 222,345 shares (Direct)

Footnotes (6)

1. F1. Represents the settlement upon vesting of restricted stock units ("RSUs") into UAL common stock.
2. F2. The RSUs were granted on April 4, 2023 and vest in one-third (1/3) substantially equal annual installments on February 28, 2024, February 28, 2025 and February 28, 2026.
3. F3. The RSUs were granted on February 29, 2024 and vest in one-third (1/3) substantially equal annual installments on February 28, 2025, February 28, 2026 and February 28, 2027.
4. F4. The RSUs were granted on February 28, 2025 and vest in one-third (1/3) substantially equal annual installments on February 28, 2026, February 28, 2027 and February 28, 2028.
5. F5. This transaction represents the withholding of shares to pay tax withholding obligations associated with the vesting of the RSU awards referenced in footnotes 2 - 4, above.
6. F6. Each RSU represents the economic equivalent of one share of UAL common stock and shall be settled in shares of UAL common stock upon vesting.

FAQ

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

What did United Airlines (UAL) executive Andrew Nocella report on this Form 4?

Andrew P. Nocella reported the vesting and settlement of restricted stock units into United Airlines common stock, along with a share withholding transaction used to cover tax obligations tied to those RSU vestings.

Were the United Airlines (UAL) Form 4 transactions open-market buys or sells?

The transactions were not open-market buys or sells. They reflect exercises or conversions of restricted stock units into common stock and a share withholding transaction to satisfy tax liabilities associated with those RSU vestings.

How many United Airlines (UAL) shares were withheld for taxes in this Form 4?

A total of 13,937 shares of United Airlines common stock were withheld to pay tax withholding obligations, at a reported price of $106.30 per share, related to the vesting of multiple restricted stock unit awards.

What do the restricted stock unit transactions mean for Andrew Nocella’s UAL holdings?

The restricted stock unit transactions converted RSUs into United Airlines common stock, increasing Andrew P. Nocella’s directly held shares, while a portion of the new shares was withheld to cover associated tax obligations from the vesting events.

What is the nature of the “F” code transaction in this United Airlines (UAL) Form 4?

The “F” code transaction represents a tax-withholding disposition. Shares of United Airlines common stock were withheld at $106.30 per share to satisfy tax liabilities arising from the vesting of previously granted restricted stock unit awards.

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

Form 4 Insider Transactions: What Each Field Means →

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Accepted by SEC EDGAR 03/03/2026 - 06:02 PM EST 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
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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^*

Nocella Andrew P

(Last) (First) (Middle)

P. O. BOX 66100 HDQLD

(Street)

CHICAGO IL 60666

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
United Airlines Holdings, Inc. [ UAL ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP & Chief Commercial Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/28/2026

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	02/28/2026		M(1)(2)		12,067	A	$0	217,251	D
Common Stock	02/28/2026		M(1)(3)		11,849	A	$0	229,100	D
Common Stock	02/28/2026		M(1)(4)		7,182	A	$0	236,282	D
Common Stock	02/28/2026		F(5)		13,937	D	$106.3	222,345	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
Restricted Stock Units	(6)	02/28/2026		M(1)			12,067	(2)	(2)	Common Stock	12,067	$0	0	D
Restricted Stock Units	(6)	02/28/2026		M(1)			11,849	(3)	(3)	Common Stock	11,849	$0	11,849	D
Restricted Stock Units	(6)	02/28/2026		M(1)			7,182	(4)	(4)	Common Stock	7,182	$0	14,364	D

Explanation of Responses:

1. Represents the settlement upon vesting of restricted stock units ("RSUs") into UAL common stock.

2. The RSUs were granted on April 4, 2023 and vest in one-third (1/3) substantially equal annual installments on February 28, 2024, February 28, 2025 and February 28, 2026.

3. The RSUs were granted on February 29, 2024 and vest in one-third (1/3) substantially equal annual installments on February 28, 2025, February 28, 2026 and February 28, 2027.

4. The RSUs were granted on February 28, 2025 and vest in one-third (1/3) substantially equal annual installments on February 28, 2026, February 28, 2027 and February 28, 2028.

5. This transaction represents the withholding of shares to pay tax withholding obligations associated with the vesting of the RSU awards referenced in footnotes 2 - 4, above.

6. Each RSU represents the economic equivalent of one share of UAL common stock and shall be settled in shares of UAL common stock upon vesting.

Remarks:

	/s/ James Cotton for Andrew P. Nocella	03/03/2026
	** 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).
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