Vivid Seats (SEAT) GC Arnett Austin Receives 3,543 RSU Shares

What Happened
Arnett Austin, General Counsel of Vivid Seats (SEAT), had 3,543 restricted stock units (RSUs vest/settle) on September 11, 2026. To satisfy tax withholding obligations, 1,247 of those shares were sold at $4.95 each for proceeds of $6,173. On September 14, Austin also sold 64 shares in an open-market transaction at $4.86 for $311. The remaining shares from this settlement total 2,232 (3,543 settled − 1,247 withheld − 64 sold).

Key Details

• Transaction dates and prices:
  • 2026-09-11: 3,543 RSUs converted to 3,543 shares (settlement; no cash purchase price reported).
  • 2026-09-11: 1,247 shares sold/withheld for taxes at $4.95 → $6,173 (reported as tax withholding/sell-to-cover).
  • 2026-09-14: 64 shares sold in open market at $4.86 → $311.
• Total cash proceeds reported from share disposals: $6,484.
• Footnotes:
  • RSUs = contingent right to receive one share each (F1).
  • The 1,247-share sale was a mandatory "sell to cover" for tax withholding (F2).
  • The filings reference multiple RSU grants with staggered vesting schedules (see F3–F5); the RSUs have no expiration date.
• Shares owned following the reported transactions: not explicitly stated on the Form 4 (filing shows the settlement and the share disposals but does not list total post-transaction ownership).
• Filing timeliness: Form 4 was filed on Sep 15, 2026 for transactions on Sep 11, 2026 — filed on the second business day and therefore timely.

Context
This was primarily a compensation-related RSU settlement (not a market-driven purchase). The sale of 1,247 shares was a routine, mandatory sell-to-cover to satisfy withholding taxes; the small open-market sale (64 shares) is also routine and relatively minor. Such RSU settlements and related sell-to-cover transactions are common for executives and do not, by themselves, indicate a positive or negative view of the company by the insider.