Langenbacher Stefano 4

What Happened

• Stefano Langenbacher, Chief Technology Officer of Vivid Seats (SEAT), had 592 restricted stock units (RSUs) convert to Class A shares on May 12, 2026. To satisfy tax withholding, 256 of those shares were surrendered at $8.68 per share for a withholding value of $2,222. After the withholding, 336 net shares were issued to him.
• This was not an open-market sale or purchase; it was the settlement of RSUs (derivative conversion) with shares withheld to cover taxes, a routine administrative event.

Key Details

• Transaction date: May 12, 2026; Form 4 filed May 14, 2026 (filed timely, two business days after the transaction).
• Conversion: 592 RSUs converted to shares (derivative code M).
• Tax withholding: 256 shares withheld at $8.68/share for $2,222 (code F).
• Net shares received: 336 shares issued to the insider after withholding.
• Shares owned after the transaction: not specified in the provided filing excerpt.
• Footnotes: F1 — each RSU converts to one Class A share; F2 — vesting schedule: one-third vested Nov 12, 2025, remainder vests quarterly through Nov 12, 2027; RSUs have no expiration.

Context

• This was a settlement of equity awards (RSU conversion), not a market trade. Withholding of shares for taxes is routine and does not necessarily signal buying or selling intent.
• For retail investors, award settlements add to insider ownership but are administrative; purchases (open-market buys) typically carry more informational weight about insider sentiment.