Director at Emerald Holding (EEX) awarded 23,255 restricted stock units

Rhea-AI Filing Summary

Emerald Holding, Inc. reported that director Lynda M. Clarizio acquired an award of 23,255 restricted stock units tied to the company’s common stock, at a grant price of $0.00 per unit. These units are scheduled to vest on February 25, 2027, if she continues serving on the board.

After this grant, her reported holdings of common stock total 137,708 shares. The units will be settled in common shares no later than 15 days after vesting. If there is a defined Change in Control before that date and she ceases board service, all unvested units become fully vested.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider CLARIZIO LYNDA M

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	23,255	$0.00	--

Holdings After Transaction: Common Stock — 137,708 shares (Direct)

Footnotes (1)

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Form 4 Insider Transactions: What Each Field Means →

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).

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^*

CLARIZIO LYNDA M

(Last) (First) (Middle)

EMERALD HOLDING, INC.

100 BROADWAY, 14TH FLOOR

(Street)

NEW YORK NY 10005

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Emerald Holding, Inc. [ EEX ]

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

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
02/25/2026

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	02/25/2026		A(1)		23,255	A	$0	137,708	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 reported transaction is an award of restricted stock units in respect of the issuer's common stock. Subject to the reporting person's continued service on the board of directors of the issuer through the applicable vesting date, these restricted stock units will vest on February 25, 2027 and be settled, with respect to vested restricted stock units, in shares of common stock no later than 15 days after such vesting date. Notwithstanding the foregoing, upon a Change in Control (as defined in the Emerald Holding, Inc. 2017 Omnibus Equity Plan, as amended) prior to such vesting date and the reporting person's relief of service from the board of directors, all then-unvested restricted stock units shall become fully vested.

	/s/ Lynda Clarizio	02/26/2026
	** 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.

FAQ

What insider transaction did Emerald Holding (EEX) report for Lynda M. Clarizio?

Emerald Holding reported that director Lynda M. Clarizio received a grant of 23,255 restricted stock units tied to its common stock. The award was recorded at a grant price of $0.00 per unit and reflects equity-based compensation rather than an open-market share purchase.

How many Emerald Holding (EEX) shares does Lynda M. Clarizio hold after this Form 4?

Following the reported award, Lynda M. Clarizio is shown as holding 137,708 shares of Emerald Holding common stock. This figure comes from the post-transaction ownership reported in the Form 4 and reflects her direct beneficial ownership after the restricted stock unit grant.

When do Lynda M. Clarizio’s 23,255 Emerald Holding restricted stock units vest?

The 23,255 restricted stock units granted to Lynda M. Clarizio are scheduled to vest on February 25, 2027. Vesting is conditioned on her continued service on Emerald Holding’s board of directors through that date, according to the terms described in the Form 4 footnote.

How and when will the Emerald Holding (EEX) restricted stock units be settled?

Once vested, Lynda M. Clarizio’s restricted stock units will be settled in shares of Emerald Holding common stock. Settlement must occur no later than 15 days after the February 25, 2027 vesting date, providing a defined window for share delivery under the award terms.

What happens to Lynda M. Clarizio’s Emerald Holding RSUs if there is a Change in Control?

If a Change in Control, as defined in Emerald Holding’s 2017 Omnibus Equity Plan, occurs before February 25, 2027 and she leaves the board, all unvested restricted stock units will fully vest. This provision accelerates vesting upon both a Change in Control and end of board service.

Is Lynda M. Clarizio’s Emerald Holding (EEX) award an open-market stock purchase?

No, the Form 4 describes the transaction as a grant of restricted stock units with a $0.00 grant price. This indicates an equity compensation award rather than an open-market buy or sell transaction involving cash paid or received for Emerald Holding common shares.