Form 4: BigBear.ai CFO Sean Ricker Receives Significant Restricted Stock Unit Grant

BigBear.ai's Chief Financial Officer, Sean Ricker, was granted 39,788 restricted stock units on June 6, 2025, as part of his compensation, vesting over two years.

Summary

• Sean Raymond Ricker, the Chief Financial Officer (CFO) of BigBear.ai Holdings, Inc. (BBAI), reported a change in his beneficial ownership of company securities.
• On June 6, 2025, Mr. Ricker acquired 39,788 shares of Common Stock in the form of Restricted Stock Units (RSUs).
• These RSUs were granted at a price of $0 per unit, indicating they are part of an equity compensation plan.
• The vesting schedule for these RSUs is split into two equal tranches: 19,894 units will vest on June 6, 2026, and the remaining 19,894 units will vest on June 6, 2027, contingent upon Mr. Ricker's continued service to the company.
• Following this transaction, Mr. Ricker's total beneficial ownership of BigBear.ai Common Stock stands at 314,849 shares.
• This total beneficial ownership figure includes 5,000 shares that Mr. Ricker acquired on May 30, 2025, under the BigBear.ai Holdings, Inc. Employee Stock Purchase Plan.

Sentiment

Score: 7

Explanation: The grant of restricted stock units to a key executive is a positive development as it aligns management's long-term interests with those of shareholders, promoting retention and performance. It is a routine compensation event and not indicative of operational performance.

Positives

• The grant of Restricted Stock Units (RSUs) to a key executive like the CFO aligns management's long-term interests with those of shareholders, as the value of the RSUs is tied to the company's stock performance.
• Equity compensation, such as RSUs, serves as a retention mechanism, incentivizing the executive to remain with the company through the vesting periods.

Future Outlook

The future outlook indicates that 39,788 shares of Common Stock will be issued to the Chief Financial Officer upon the vesting of the Restricted Stock Units on June 6, 2026, and June 6, 2027, subject to his continued service.

Management Comments

• The reported RSUs were granted on June 6, 2025, with vesting contingent on the Reporting Person's continued service through the specified dates.

Industry Context

The grant of Restricted Stock Units (RSUs) to executive officers is a common and standard practice within the technology and artificial intelligence industries, serving as a key component of executive compensation packages designed to attract, retain, and incentivize top talent.

Comparison to Industry Standards

• The use of Restricted Stock Units (RSUs) as a form of executive compensation is a widely adopted practice across publicly traded companies, particularly in high-growth sectors like AI and technology, aligning with compensation strategies seen at companies such as Palantir Technologies (PLTR) or C3.ai (AI).
• The vesting schedule over multiple years is typical for RSU grants, promoting long-term commitment and performance, consistent with industry benchmarks for executive equity incentives.

Related Party Transactions

• Grant of 39,788 Restricted Stock Units (RSUs) to Chief Financial Officer Sean Raymond Ricker as part of his compensation package.
• Acquisition of 5,000 shares by Sean Raymond Ricker under the company's Employee Stock Purchase Plan.

Stakeholder Impact

• Shareholders: The RSU grant aligns the CFO's financial interests with shareholder value creation, potentially leading to improved long-term performance.
• Employees: The Employee Stock Purchase Plan (ESPP) acquisition indicates broader employee participation in company ownership, which can boost morale and alignment.
• Management: The RSU grant serves as a significant incentive for the CFO's continued service and performance.

Next Steps

• Vesting of 19,894 Restricted Stock Units on June 6, 2026.
• Vesting of the remaining 19,894 Restricted Stock Units on June 6, 2027.

Key Dates

Keywords

BigBear.ai, BBAI, Sean Ricker, Chief Financial Officer, CFO, Restricted Stock Units, RSU, Stock Grant, Executive Compensation, Insider Transaction, Form 4, Equity Compensation