McGroarty Ryan 4

What Happened
Ryan McGroarty, Chief Financial Officer and Treasurer of LifeStance Health Group (LFST), had performance-based restricted stock units (PSUs) vest on March 9, 2026. Two PSU awards settled: 127,878 shares (granted Mar 17, 2025) and 65,168 shares (granted Mar 24, 2025), for a total of 193,046 shares issued (transaction code A). To satisfy tax withholding obligations, the issuer withheld 50,929 and 25,644 shares (transaction code F) at a reported price of $6.91 per share, totaling $351,919 and $177,200 respectively (combined ~$529,119). The withheld shares were not open-market sales; they reduced the net shares delivered to McGroarty to approximately 116,473.

Key Details

• Transaction date: March 9, 2026 (Filed: March 11, 2026 — appears timely).
• Awards vested: 127,878 PSUs (grant Mar 17, 2025) and 65,168 PSUs (grant Mar 24, 2025).
• Withheld for taxes: 50,929 shares ($351,919) and 25,644 shares ($177,200) at $6.91/share; total withheld = 76,573 shares (~$529,119). (Footnotes F1–F4 explain vesting and withholding.)
• Net shares issued to insider: ~116,473 (193,046 granted − 76,573 withheld).
• Shares owned after transaction: not disclosed in the filing.
• Transaction codes: A = award/acquisition (vesting); F = shares withheld to satisfy tax liability (not an open-market sale).

Context
This was a compensation event (PSU vesting) settled via net share withholding for taxes — common for equity compensation. Because shares were withheld to cover taxes rather than sold on the open market, these entries do not signal a discretionary sale by the insider.