Vivid Seats Inc.·4

Mar 13, 4:15 PM ET

Arnett Austin 4

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Vivid Seats (SEAT) GC Arnett Austin Exercises RSUs, Sells Shares

What Happened
Arnett Austin, General Counsel of Vivid Seats, reported the vesting/conversion of RSUs on March 11, 2026, resulting in acquisition of 3,930 shares. To satisfy tax withholding, 1,491 shares were sold (sell-to-cover) at $6.10 each for $9,095. An additional 247 shares were sold in an open-market transaction on March 12, 2026 at a weighted average price of $5.08 for proceeds of $1,255. The filing also lists other RSU-related conversion/disposition line items (67, 519 and 3,344 shares) recorded at $0 in the Form 4 and tied to the RSU settlements described in the footnotes.

Key Details

  • Transaction dates: March 11, 2026 (RSU vest/settlement and tax-withholding sale), March 12, 2026 (open-market sale). Filing date: March 13, 2026 (timely Form 4).
  • Share counts and values: 3,930 RSUs converted/issued; 1,491 shares sold to cover taxes at $6.10 for $9,095; 247 shares sold on market at a weighted avg $5.08 for $1,255. Additional RSU-related disposals listed at $0: 67, 519, and 3,344 shares.
  • Footnotes of note:
    • F1: Each RSU converts to one share of Class A common stock.
    • F2: The 1,491-share sale was a mandatory "sell to cover" for tax withholding.
    • F3: The open-market sale price range was $5.06–$5.19 (weighted avg shown).
    • F4–F6: Different RSU grants have staggered vesting schedules (one-third vested on March 11 of 2025 or 2026 for some grants and remaining vesting quarterly through 2027–2028).
  • Shares owned after the transactions are not specified in the excerpt of the Form 4 provided.

Context

  • These entries reflect RSU vesting and settlement, not an independent market purchase. The sell-to-cover is a routine tax-withholding mechanism rather than a discretionary sale signal.
  • Because RSUs were converted and some shares immediately sold/withheld, this is effectively a cashless settlement of vested awards. The Form 4 was filed within the standard reporting window.