Vivid Seats CTO Stefano Langenbacher Exercises RSUs, Withholds 19,262

What Happened

• Stefano Langenbacher, Chief Technology Officer of Vivid Seats (SEAT), converted/settled restricted stock units (RSUs) on 2026-09-11 that resulted in 44,491 shares reported as acquired.
• As part of the settlement, 19,262 shares were withheld to cover tax obligations at $4.95 per share, producing $95,347 in withholding proceeds. The filing also lists additional RSU-related dispositions of 1,817, 4,448 and 38,226 shares reported at $0 (no cash proceeds shown). These transactions reflect RSU conversion/settlement and withholding rather than an open-market sale.

Key Details

• Transaction date: 2026-09-11; Form 4 filed 2026-09-15 (filed 4 days after the transactions; Form 4s are generally due within two business days).
• Acquired: 44,491 shares (conversion of RSUs).
• Withheld for taxes (disposed): 19,262 shares at $4.95 each = $95,347.
• Other dispositions: 1,817; 4,448; and 38,226 shares reported as disposed at $0 (no cash proceeds shown).
• Shares owned after transaction: not disclosed in the filing.
• Footnotes: RSUs represent contingent rights to receive one share each and have staggered vesting schedules (see filing footnotes F1–F4). Withholding is noted as the tax-payment mechanism (code F).

Context

• These entries are RSU conversions/settlements rather than open-market purchases or discretionary sales. The withholding of shares to satisfy tax liabilities is a common administrative outcome when RSUs vest or convert (similar to a cashless net settlement).
• The $95k withholding is a tax-payment event and not an indication of a market sale for investment purposes. No 10b5-1 plan, gift, or open-market sale is indicated in this filing.
• The Form 4 appears to have been filed several days after the transactions, which may be later than the standard two-business-day reporting window.