VINEBROOK HOMES TRUST, INC.·4

Apr 6, 7:44 PM ET

McGraner Matt 4

4 · VINEBROOK HOMES TRUST, INC. · Filed Apr 6, 2026

Research Summary

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Updated

VineBrook Homes — Matt McGraner, CIO, Exercises RSUs & Sells Shares

What Happened

  • Matt McGraner (Executive VP, Chief Investment Officer & Secretary) had restricted stock units (RSUs) vest/convert in early April 2026 and sold a portion of the resulting shares to satisfy tax withholding.
  • On 2026-04-02 he was granted 95,003 RSUs (new award). On 2026-04-03, approximately 26,582.625 RSUs converted to common shares; of those, 7,666.566 shares and 3,316.81 shares were withheld/sold at $54.88 per share to cover tax liabilities, producing proceeds of $420,741 and $182,027 respectively (total $602,768). The transactions are reported as derivative exercises (M) with tax withholding dispositions (F).

Key Details

  • Transaction dates: RSU grant 2026-04-02; conversions and tax-withholding sales 2026-04-03. Form 4 filed 2026-04-06.
  • Sale details for tax withholding: 7,666.566 shares @ $54.88 = $420,741; 3,316.81 shares @ $54.88 = $182,027; total proceeds $602,768.
  • Net: roughly 26,583 RSUs converted and ~10,983 shares sold/withheld for taxes, leaving a net increase of ~15,600 common shares from those conversions. The new 95,003 RSU grant remains unvested per its schedule.
  • Footnotes: F1 explains each RSU equals a contingent right to one share. F3–F5 detail vesting schedules for the 2024–2026 RSU grants. F2 notes some shares are held in a trust for which McGraner is trustee and he disclaims beneficial ownership except for pecuniary interest.
  • Transaction codes: M = exercise/conversion of derivative; F = payment of exercise price or tax liability (withholding). No 10b5-1 plan or late-filing indication stated.

Context

  • These sales were tax-withholding related following RSU vesting (a common, routine practice), not an open-market discretionary sale indicating a change in sentiment.
  • The 95,003 RSU grant vests over 2027–2030 (one-fourth at each listed date); settlement is typically within 10 days of vesting and may be in cash at the Compensation Committee’s discretion.
  • For retail investors: withholding sales reduce outstanding insider dilution and are routine; they do not necessarily signal the insider’s view of the company’s outlook.

Insider Transaction Report

Form 4
Period: 2026-04-02
McGraner Matt
See Remarks
Transactions
  • Exercise/Conversion

    Common Stock

    [F1][F2]
    2026-04-03+18,758.25155,554.072 total(indirect: See Footnote)
  • Tax Payment

    Common Stock

    [F2]
    2026-04-03$54.88/sh7,666.566$420,741147,887.506 total(indirect: See Footnote)
  • Exercise/Conversion

    Common Stock

    [F1][F2]
    2026-04-03+7,824.375155,711.881 total(indirect: See Footnote)
  • Tax Payment

    Common Stock

    [F2]
    2026-04-03$54.88/sh3,316.81$182,027152,395.071 total(indirect: See Footnote)
  • Award

    Restricted Stock Units

    [F1][F3]
    2026-04-02+95,00395,003 total
    Common Stock (95,003 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F1][F4]
    2026-04-0318,758.2556,274.75 total
    Common Stock (18,758.25 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F1][F5]
    2026-04-037,824.37546,946.25 total
    Common Stock (7,824.375 underlying)
Footnotes (5)
  • [F1]Each restricted stock unit represents a contingent right to receive one share of common stock of VineBrook Homes Trust, Inc. (the "Issuer").
  • [F2]These shares are held by a trust for which Mr. McGraner serves as trustee. Mr. McGraner disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
  • [F3]On April 2, 2026, the reporting person was granted 95,003 restricted stock units, which will vest one-fourth on April 2, 2027, one-fourth on February 15, 2028, one-fourth on February 15, 2029 and one-fourth on February 15, 2030. Settlement will generally occur within 10 days of vesting and may at the discretion of the Compensation Committee be settled in cash.
  • [F4]On April 3, 2025, the reporting person was granted 75,033 restricted stock units, which vested one-fourth on April 3, 2026 and will vest one-fourth on February 15, 2027, one-fourth on February 15, 2028 and one-fourth on February 15, 2029. Settlement will generally occur within 10 days of vesting and may at the discretion of the Compensation Committee be settled in cash.
  • [F5]On April 3, 2024, the reporting person was granted 62,595 restricted stock units, which vested one-eighth on April 3, 2025 and one-eighth on April 3, 2026 and will vest one-eighth on April 3, 2027 and one-eighth on April 3, 2028; the remaining half of the restricted stock units will vest upon the earlier to occur: the date of the closing of the initial public offering of the Issuer, the listing of Issuer common stock on a national securities exchange or the final time vesting date of April 3, 2028. Settlement will generally occur within 10 days of vesting and may at the discretion of the Compensation Committee be settled in cash.
Signature
/s/ Paul Richards, as attorney-in-fact for Matt McGraner|2026-04-06

Documents

1 file
  • 4
    rdgdoc.xmlPrimary

    FORM 4