Equity vesting lifts National Vision (EYE) officer’s direct share holdings

Rhea-AI Filing Summary

National Vision Holdings, Inc. Chief Legal & Strategy Officer Jared Brandman reported vesting of equity awards and related tax withholdings. On March 3, he exercised restricted stock units that convert to common stock one-for-one, receiving 6,350 common shares, and now holds 38,160 restricted stock units.

He also received 25,394 common shares upon vesting of performance stock units originally granted on March 3, 2023. To cover tax liabilities from both the restricted and performance stock unit vestings, 2,036 and 7,502 common shares, respectively, were withheld. Following these transactions, he directly owns 69,246 shares of common stock.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Brandman Jared

(Last) (First) (Middle)

C/O NATIONAL VISION HOLDINGS, INC.

2435 COMMERCE AVENUE, BLDG. 2200

(Street)

DULUTH GA 30096-4980

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
National Vision Holdings, Inc. [ EYE ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Legal & Strategy Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/03/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	03/03/2026		M		6,350	A	(1)	53,390	D
Common Stock	03/03/2026		F		2,036(2)	D	$26.63	51,354	D
Common Stock	03/03/2026		M		25,394(3)	A	$0	76,748	D
Common Stock	03/03/2026		F		7,502(4)	D	$26.63	69,246	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	(1)	03/03/2026		M			6,350	(5)	(5)	Common Stock	6,350	$0	38,160	D

Explanation of Responses:

1. Restricted stock units convert into common stock on a one-for-one basis.

2. Reflects payment of tax liability by withholding securities incident to vesting of restricted stock units.

3. Reflects issuance of shares upon vesting of performance stock units granted to the reporting person on March 3, 2023.

4. Reflects payment of tax liability by withholding securities incident to vesting of performance stock units.

5. On March 3, 2023, the reporting person was granted 19,050 restricted stock units, vesting in three equal installments beginning on the first anniversary of the grant date.

Remarks:

	/s/ Jared Brandman	03/04/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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FAQ

What insider activity did EYE’s Jared Brandman report on this Form 4?

Jared Brandman reported equity award vesting and related tax withholdings. Restricted and performance stock units converted into common stock, increasing his direct holdings, while a portion of the new shares was withheld to satisfy tax obligations associated with those vestings.

How many National Vision (EYE) restricted stock units does Jared Brandman hold after the filing?

After the reported transactions, Jared Brandman holds 38,160 restricted stock units. These units convert into National Vision common stock on a one-for-one basis upon vesting, providing a clear link between the number of units reported and potential future common shares received.

How many National Vision (EYE) common shares does Jared Brandman own after these transactions?

Following the March 3 transactions, Jared Brandman directly owns 69,246 shares of National Vision common stock. This figure reflects shares received from restricted and performance stock unit vesting, net of shares withheld to cover associated tax liabilities.

Were any of Jared Brandman’s National Vision (EYE) transactions open-market buys or sells?

No open-market buys or sells were reported. The Form 4 shows exercises and conversions of restricted and performance stock units, plus share dispositions coded “F”, which represent shares withheld to pay tax liabilities rather than discretionary market sales.

What do the tax-withholding transactions mean in Jared Brandman’s EYE Form 4?

The tax-withholding transactions, coded “F”, indicate shares were withheld instead of cash to pay tax liabilities. Specifically, 2,036 and 7,502 common shares were withheld in connection with the vesting of restricted and performance stock units, respectively, reducing the net shares delivered.

What performance stock units vested for Jared Brandman at National Vision (EYE)?

Performance stock units granted to Jared Brandman on March 3, 2023 vested, resulting in the issuance of 25,394 common shares. A portion of these shares was then withheld to cover related tax liabilities, as reflected in the Form 4 footnotes and transaction codes.