Form 4: Darling Ingredients CAO Manzi Reports Stock Activity

Darling Ingredients' Chief Accounting Officer, Joseph Manzi, reported the acquisition of 3,538 restricted stock units and the disposition of 767 shares for tax withholding.

Summary

• Joseph Manzi, Chief Accounting Officer of Darling Ingredients Inc. (DAR), reported changes in his beneficial ownership of common stock.
• On January 3, 2026, Manzi disposed of 767 shares of common stock at a price of $37.64 per share, likely for tax withholding purposes.
• Following this disposition, Manzi beneficially owned 16,329 shares of common stock.
• On January 5, 2026, Manzi acquired 3,538 Restricted Stock Units (RSUs) under the Darling Ingredients Inc. 2017 Omnibus Incentive Plan, with an implied value of $37.56 per unit.
• These RSUs will vest in three equal installments of 33-1/3% on the first, second, and third anniversaries of the grant date (January 5, 2026).
• After the RSU acquisition, Manzi's total beneficial ownership increased to 19,867 shares of common stock.
• The transactions were executed by Teun Tchornobay as Attorney-in-Fact for Joseph Manzi, based on a Power of Attorney dated November 5, 2025.

Sentiment

Score: 6

Explanation: The sentiment is moderately positive due to the grant of Restricted Stock Units, which aligns management's interests with shareholders. The disposition for tax purposes is a neutral, administrative event.

Positives

• The acquisition of 3,538 Restricted Stock Units (RSUs) aligns the Chief Accounting Officer's interests with long-term shareholder value.
• The RSU grant is part of an incentive plan, indicating continued commitment to executive compensation and retention.

Negatives

• The disposition of 767 shares of common stock was for tax withholding, which is a routine administrative transaction and not indicative of a negative outlook.

Future Outlook

The Restricted Stock Units granted to Joseph Manzi are scheduled to vest in three annual installments, indicating a future alignment of executive compensation with the company's performance over the next three years.

Management Comments

• The acquired securities represent an award of Restricted Stock Units ('RSU's') issued under the Darling Ingredients Inc. 2017 Omnibus Incentive Plan.
• The RSU's may be settled only in shares of common stock (one share per RSU) and will vest in three installments of 33-1/3% on each of the first three anniversaries of the grant date.

Industry Context

This filing represents a routine insider transaction, common across all industries, where executives receive equity-based compensation and manage their holdings, including dispositions for tax obligations. It does not provide specific insights into broader industry trends for Darling Ingredients.

Stakeholder Impact

• Shareholders: The RSU grant aligns the Chief Accounting Officer's long-term interests with shareholder value, potentially fostering sustained performance.
• Employees: The filing reflects standard executive compensation practices, which can influence overall employee incentive structures.

Next Steps

• The acquired Restricted Stock Units will vest in three equal installments on January 5, 2027, January 5, 2028, and January 5, 2029.

Key Dates

Keywords

Darling Ingredients, DAR, Joseph Manzi, Chief Accounting Officer, Insider Transaction, Form 4, Restricted Stock Units, RSU, Equity Incentive Plan, Beneficial Ownership