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[Form 4] Frontier Group Holdings, Inc. Insider Trading Activity

Filing Impact
(Low)
Filing Sentiment
(Negative)
Form Type
4
Rhea-AI Filing Summary

Steve Schuller, Senior Vice President of Human Resources at Frontier Group Holdings, Inc. (ticker ULCC), reported a sale of 10,000 shares of Common Stock on 09/02/2025 at a price of $6.00 per share. The Form 4 shows the transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on May 19, 2024.

After the reported sale, the filing lists 64,330 shares beneficially owned by Mr. Schuller on a direct basis. The Form 4 was signed by an attorney-in-fact and filed on 09/04/2025.

Positive
  • Transaction disclosed promptly on Form 4 with required details including date, price, and post-transaction ownership
  • Sale executed under a Rule 10b5-1 plan, which is stated in the filing and indicates a pre-established trading arrangement
  • Reporting person retains 64,330 shares following the reported disposition
Negative
  • Insider reduced direct holdings by 10,000 shares as a result of the reported sale
  • Form 4 provides no explanation of purpose beyond the 10b5-1 plan notice, so the filing lacks context on reasons for liquidity

Insights

TL;DR: Sale appears to comply with Rule 10b5-1 plan requirements and was properly disclosed on Form 4.

The filing explicitly notes the trades were executed under a Rule 10b5-1 plan adopted May 19, 2024, which provides an affirmative defense to insider trading allegations when plans are pre-established and followed. The Form 4 discloses the number of shares sold, the per-share price, and the reporter's remaining direct beneficial ownership, satisfying Section 16 reporting elements. The filing is signed by an attorney-in-fact, which is an accepted practice when properly authorized.

TL;DR: Insider sale was disclosed with required details; transaction reduces the insider's direct stake but leaves a measurable holding.

The report shows a disposition of 10,000 shares at $6.00 and a post-transaction direct ownership of 64,330 shares. This disclosure gives investors transparent information about insider liquidity and ownership concentration at the officer level without additional context on intent or company impact, which the filing does not provide.

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).
X
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*
Schuller Steve

(Last) (First) (Middle)
4545 AIRPORT WAY

(Street)
DENVER CO 80239

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Frontier Group Holdings, Inc. [ ULCC ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
SVP, Human Resources
3. Date of Earliest Transaction (Month/Day/Year)
09/02/2025
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 09/02/2025 S(1) 10,000 D $6 64,330 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. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on May 19, 2024.
Remarks:
/s/ Howard Diamond, as Attorney-in-fact for Steve Schuller 09/04/2025
** 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 transaction did Steve Schuller report on the Form 4 for ULCC?

The Form 4 reports a sale of 10,000 shares of Frontier Group Holdings common stock on 09/02/2025 at $6.00 per share.

Was the sale made under a prearranged trading plan?

Yes. The filing states the sales were effected pursuant to a Rule 10b5-1 trading plan adopted on May 19, 2024.

How many shares does Steve Schuller own after the reported transaction?

The Form 4 lists 64,330 shares beneficially owned by Mr. Schuller following the reported sale.

When was the Form 4 filed and who signed it?

The Form 4 was filed on 09/04/2025 and signed by Howard Diamond, as Attorney-in-fact for Steve Schuller.

What price was reported for the shares sold?

The reported sale price was $6.00 per share.
Frontier Group Holdings, Inc.

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