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

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Frontier Group Holdings SVP and Chief Commercial Officer Robert Schroeter reported routine equity compensation activity tied to restricted stock units (RSUs). On March 25, 2026, previously granted RSUs covering 82,762 shares of Frontier common stock settled upon vesting, with no shares sold by Schroeter. The company withheld 23,795 shares at a price of $3.48 per share solely to cover tax obligations, which the filing notes does not represent a sale. Following these transactions, Schroeter held 107,989 shares of Frontier common stock directly. Footnotes state that remaining RSUs continue to vest, with one grant vesting in two substantially equal annual installments beginning on March 25, 2027, and another fully vesting on March 25, 2027.

Insider Trade Summary

82,762 shares exercised/converted

Mixed 6 txns

Insider Schroeter Robert

Role SVP, Chief Commercial Officer

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	42,808	$0.00	--
Exercise	Restricted Stock Units	39,954	$0.00	--
Exercise	Common Stock	42,808	$0.00	--
Tax Withholding	Common Stock	12,309	$3.48	$43K
Exercise	Common Stock	39,954	$0.00	--
Tax Withholding	Common Stock	11,486	$3.48	$40K

Holdings After Transaction: Restricted Stock Units — 85,617 shares (Direct); Common Stock — 91,830 shares (Direct)

Footnotes (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 Person on March 25, 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 March 25, 2027. The remaining Restricted Stock Units fully vest on March 25, 2027.

Form 4 Insider Transactions: What Each Field Means →

03/27/2026 - 04:01 PM

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^*

Schroeter Robert

(Last)

(First)

(Middle)

4545 AIRPORT WAY

(Street)

DENVER

COLORADO

80239

(City)

(State)

(Zip)

UNITED STATES

(Country)

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, Chief Commercial Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/25/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	03/25/2026		M⁽¹⁾		42,808	A	⁽²⁾	91,830	D
Common Stock	03/25/2026		F		12,309⁽³⁾	D	$3.48	79,521	D
Common Stock	03/25/2026		M⁽¹⁾		39,954	A	⁽²⁾	119,475	D
Common Stock	03/25/2026		F		11,486⁽³⁾	D	$3.48	107,989	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	⁽²⁾	03/25/2026		M			42,808	⁽⁴⁾	⁽²⁾	Common Stock	42,808	$0.00	85,617	D
Restricted Stock Units	⁽²⁾	03/25/2026		M			39,954	⁽⁵⁾	⁽²⁾	Common Stock	39,954	$0.00	39,955	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 Person on March 25, 2026, from the vesting of Restricted Stock Units, and does not represent a sale by the Reporting Person.

4. The remaining Restricted Stock Units vest in two substantially equal annual installments beginning on March 25, 2027.

5. The remaining Restricted Stock Units fully vest on March 25, 2027.

Remarks:

	/s/ Howard Diamond, as Attorney-in-fact for Robert Schroeter	03/27/2026
	** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did ULCC executive Robert Schroeter report?

Robert Schroeter reported settlement of previously granted restricted stock units into Frontier Group Holdings common shares. The event reflects routine equity compensation vesting rather than an open-market trade, according to the Form 4 transaction details and accompanying footnotes.

How many Frontier (ULCC) shares were involved in Robert Schroeter’s RSU vesting?

Previously granted restricted stock units covering 82,762 Frontier common shares settled into stock on March 25, 2026. These shares came from the vesting of compensation awards, rather than from market purchases, as indicated by the derivative exercise and conversion entries.

Were any Frontier (ULCC) shares sold by Robert Schroeter in this Form 4?

The filing states that no shares were sold by Robert Schroeter. Shares identified with transaction code F were withheld by the company solely to satisfy tax withholding obligations arising from RSU vesting, and are expressly described as not representing a sale.

Why were some Frontier (ULCC) shares withheld in Robert Schroeter’s Form 4?

Frontier withheld 23,795 common shares at $3.48 per share to satisfy tax withholding obligations from RSU vesting. The Form 4 explains these are payments of tax liabilities using stock, not open-market sales or discretionary dispositions by Schroeter.

How many Frontier (ULCC) shares does Robert Schroeter hold after these transactions?

After the reported RSU settlements and tax withholdings, Robert Schroeter directly holds 107,989 Frontier common shares. This post-transaction balance appears in the non-derivative holdings column of the Form 4, summarizing his direct ownership following the March 25, 2026 activity.

Do Robert Schroeter’s Frontier (ULCC) restricted stock units continue to vest?

Yes. Footnotes state that remaining restricted stock units vest over time, with one grant vesting in two substantially equal annual installments starting March 25, 2027, and another grant fully vesting on March 25, 2027, extending his equity-based compensation horizon.