Frontier Group (ULCC) VP Wetzel logs RSU vesting and tax share withholdings

Rhea-AI Filing Summary

Frontier Group Holdings VP & CAO Josh A. Wetzel reported the vesting and settlement of previously granted Restricted Stock Units (RSUs) into common stock on February 6 and 8, 2026. The RSUs converted into shares of Frontier common stock at an exercise price of $0.00 per share.

The company withheld 1,599 shares on February 6 at $5.65 per share and 1,691 and 1,151 shares on February 8 at $6.52 per share to cover tax obligations. The filing states these withholdings do not represent sales by Wetzel.

After these transactions, Wetzel directly owned 25,561 shares of Frontier common stock. The remaining RSUs from one grant vest in two substantially equal annual installments beginning on February 6, 2027, while other RSUs had fully vested as of February 8, 2026.

Insider Trade Summary

12,874 shares exercised/converted

Mixed 9 txns

Insider Wetzel Josh A

Role VP & CAO

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	4,902	$0.00	--
Exercise	Restricted Stock Units	3,337	$0.00	--
Exercise	Common Stock	4,902	$0.00	--
Tax Withholding	Common Stock	1,691	$6.52	$11K
Exercise	Common Stock	3,337	$0.00	--
Tax Withholding	Common Stock	1,151	$6.52	$8K
Exercise	Restricted Stock Units	4,635	$0.00	--
Exercise	Common Stock	4,635	$0.00	--
Tax Withholding	Common Stock	1,599	$5.65	$9K

Holdings After Transaction: Restricted Stock Units — 0 shares (Direct); Common Stock — 25,066 shares (Direct)

Footnotes (1)

1. Relates solely to the settlement of previously granted Restricted Stock Units upon vesting. No shares were sold by the Reporting Person. Each Restricted Stock Unit represents a contingent right to receive one share of Issuer Common Stock. The Restricted Stock Units have no expiration date. Represents shares of Issuer Common Stock withheld by the Issuer solely to satisfy tax withholding obligations in connection with the net issuance of shares of Issuer Common Stock delivered to the Reporting on February 6, 2026, from the vesting of Restricted Stock Units, and does not represent a sale by the Reporting Person. Represents shares of Issuer Common Stock withheld by the Issuer solely to satisfy tax withholding obligations in connection with the net issuance of shares of Issuer Common Stock delivered to the Reporting Person on February 8, 2026, from the vesting of Restricted Stock Units, and does not represent a sale by the Reporting Person. The remaining Restricted Stock Units vest in two substantially equal annual installments beginning on February 6, 2027. The Restricted Stock Units have fully vested as of February 8, 2026.

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
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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^*

Wetzel Josh A

(Last) (First) (Middle)

C/O FRONTIER GROUP HOLDINGS, INC.

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)
	VP & CAO

3. Date of Earliest Transaction (Month/Day/Year)
02/06/2026

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	02/06/2026		M(1)		4,635	A	(2)	21,763	D
Common Stock	02/06/2026		F		1,599(3)	D	$5.65	20,164	D
Common Stock	02/08/2026		M(1)		4,902	A	(2)	25,066	D
Common Stock	02/08/2026		F		1,691(4)	D	$6.52	23,375	D
Common Stock	02/08/2026		M(1)		3,337	A	(2)	26,712	D
Common Stock	02/08/2026		F		1,151(4)	D	$6.52	25,561	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	(2)	02/06/2026		M			4,635	(5)	(2)	Common Stock	4,635	$0.00	9,271	D
Restricted Stock Units	(2)	02/08/2026		M			4,902	(6)	(2)	Common Stock	4,902	$0.00	0.00	D
Restricted Stock Units	(2)	02/08/2026		M			3,337	(6)	(2)	Common Stock	3,337	$0.00	0.00	D

Explanation of Responses:

1. Relates solely to the settlement of previously granted Restricted Stock Units upon vesting. No shares were sold by the Reporting Person.

2. Each Restricted Stock Unit represents a contingent right to receive one share of Issuer Common Stock. The Restricted Stock Units have no expiration date.

3. Represents shares of Issuer Common Stock withheld by the Issuer solely to satisfy tax withholding obligations in connection with the net issuance of shares of Issuer Common Stock delivered to the Reporting on February 6, 2026, from the vesting of Restricted Stock Units, and does not represent a sale by the Reporting Person.

4. Represents shares of Issuer Common Stock withheld by the Issuer solely to satisfy tax withholding obligations in connection with the net issuance of shares of Issuer Common Stock delivered to the Reporting Person on February 8, 2026, from the vesting of Restricted Stock Units, and does not represent a sale by the Reporting Person.

5. The remaining Restricted Stock Units vest in two substantially equal annual installments beginning on February 6, 2027.

6. The Restricted Stock Units have fully vested as of February 8, 2026.

Remarks:

	/s/ Howard Diamond, as Attorney-in-fact for Josh A. Wetzel	02/10/2026
	** 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.
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FAQ

What does Josh A. Wetzel’s Form 4 for Frontier Group (ULCC) report?

The Form 4 reports vesting and settlement of previously granted RSUs into Frontier common stock. Shares were issued at a $0.00 exercise price, with some shares withheld by the company to cover tax obligations, and no open-market sales by Wetzel disclosed in the filing.

Did Frontier Group VP Josh A. Wetzel sell ULCC shares in this Form 4?

The filing states no shares were sold by Josh A. Wetzel. Shares marked with code “F” were withheld by Frontier Group Holdings solely to satisfy tax withholding obligations tied to RSU vesting, and are explicitly described as not representing sales by the reporting person.

How many Frontier Group (ULCC) shares does Josh A. Wetzel own after these transactions?

After the reported RSU settlements and tax withholdings, Josh A. Wetzel directly owned 25,561 shares of Frontier Group common stock. This figure reflects all Form 4 transactions on February 6 and 8, 2026, as shown in the beneficial ownership column of Table I.

What Restricted Stock Unit activity is disclosed for Frontier Group (ULCC)?

The Form 4 shows RSUs converting into common stock on February 6 and 8, 2026 at a $0.00 exercise price. One RSU grant’s remaining units vest in two substantially equal annual installments beginning February 6, 2027, while other RSUs are noted as fully vested by February 8, 2026.

Why were some ULCC shares withheld in Josh A. Wetzel’s Form 4?

Shares labeled with transaction code “F” were withheld by Frontier Group to cover tax withholding obligations from RSU vesting. The footnotes clarify these withheld shares do not represent market sales by Wetzel but are purely for satisfying required tax obligations on newly issued stock.

What is the role of Josh A. Wetzel at Frontier Group Holdings (ULCC)?

Josh A. Wetzel is identified in the Form 4 as an officer of Frontier Group Holdings, serving as VP & CAO. His insider status requires reporting equity-based compensation events such as RSU vesting and related tax share withholdings under Section 16 of U.S. securities laws.