[144] Frontier Group Holdings, Inc. SEC Filing

Rhea-AI Filing Summary

Frontier Group Holdings, Inc. (ULCC) filed a Form 144 notifying the proposed sale of 30,000 common shares through UBS Financial Services, with an aggregate market value of $165,600.80. The shares represent a small portion of the company's outstanding common stock (228,155,458 shares outstanding) and the approximate sale date is 09/02/2025.

The filing lists the securities were acquired as equity awards: 13,432 shares from RSUs dated 05/25/2023 and 16,568 shares from RSAs dated 07/01/2020. No securities were reported sold by the reporting person in the past three months, and the filer certifies they are not aware of any undisclosed material adverse information about the issuer.

Positive

• Filer provided explicit compliance with Rule 144 notice requirements including broker, share count, and acquisition history
• Securities to be sold were acquired through company equity awards (RSUs and RSAs), consistent with routine compensation monetization

Negative

• The filing notifies an insider sale of 30,000 shares, which some investors may view negatively despite its small size relative to outstanding shares

Insights

Financial Analyst

TL;DR: Routine insider sale notice for 30,000 shares; size is immaterial relative to shares outstanding.

The Form 144 documents a proposed sale of 30,000 common shares valued at about $165.6k. Versus the issuer's reported 228.2 million shares outstanding, this sale would be roughly 0.013% of the outstanding float, which is immaterial from a market-capitalization perspective. The securities originated from RSUs and RSAs, indicating compensation-related holdings being monetized rather than an outright open-market divestiture of a large block. No recent sales in the prior three months were reported, and the filer affirms no undisclosed material adverse information. Overall, this is a routine disclosure consistent with compliance requirements.

Corporate Governance Expert

TL;DR: Disclosure aligns with Rule 144 compliance; not a governance red flag on its face.

The filing provides the required notice under Rule 144 and identifies the broker, UBS Financial Services, and the acquisition details (RSU date 05/25/2023 and RSA date 07/01/2020). From a governance standpoint, scheduled or compensation-related sales are common and the filing includes the standard signer representation about material information. Absent other context (e.g., timing relative to lock-up expirations or a trading plan date), this notice does not present a material governance concern.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
common	UBS Financial Services Inc 1000 Harbor Blvd 3rd Floor Weehawken NJ 07086	30000	165600.8	228155458	09/02/2025	NASDAQ

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
common	05/25/2023	RSU	Frontier Group Holdings, Inc			13432	05/25/2023	N/A
common	07/01/2020	RSA	Frontier Group Holdings, Inc.			16568	07/01/2020	N/A

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Nothing to Report

144: Remarks and Signature

Remarks

Date of Notice

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What does the Form 144 filed by Frontier Group Holdings (ULCC) disclose?

The Form 144 discloses a proposed sale of 30,000 common shares via UBS with an aggregate market value of $165,600.80, with an approximate sale date of 09/02/2025.

How many Frontier (ULCC) shares outstanding are referenced in the filing?

The filing lists 228,155,458 shares outstanding.

When and how were the shares being sold originally acquired?

The securities were acquired as equity awards: 13,432 shares from RSUs dated 05/25/2023 and 16,568 shares from RSAs dated 07/01/2020.

Did the filer report any other sales in the past three months?

No. The filing states Nothing to Report for securities sold during the past three months.

Which broker is handling the proposed sale?

The broker named in the filing is UBS Financial Services Inc (1000 Harbor Blvd, Weehawken, NJ).