Fey Lawrence 4

What Happened
Fey Lawrence, CEO of Vivid Seats Inc. (SEAT), converted/exercised 1,854 restricted stock units (RSUs) into 1,854 shares on May 12, 2026. The filing shows an equal number of shares (1,854) were disposed at $0.00, consistent with shares being withheld to satisfy tax or withholding obligations rather than sold on the open market. No cash proceeds are reported for the disposition.

Key Details

• Transaction date: May 12, 2026; Form 4 filed May 14, 2026 (timely; filed within two business days).
• Reported transactions: 1,854 RSUs converted to 1,854 shares (Acquired); 1,854 shares disposed at $0.00 (withheld). Transaction code: M (exercise/conversion of derivative).
• Shares owned after transaction: not specified in the provided filing excerpt.
• Footnotes:
  • F1: Each RSU equals a contingent right to one share of Class A common stock.
  • F2: Vesting schedule — one‑third vested May 12, 2025; remaining RSUs vest in equal quarterly installments through May 12, 2027; RSUs do not expire.
• No open‑market sale reported; disposition at $0.00 typically indicates withholding for taxes or similar settlement, not a sale for cash.

Context: This was a derivative/award conversion (RSU vesting and settlement), not a buy or market sale. Such withholding events are routine for tax coverage and do not necessarily signal a change in insider sentiment.