[Form 4] National Vision Holdings, Inc. Insider Trading Activity

Rhea-AI Filing Summary

National Vision Holdings, Inc. (EYE) Form 4 snapshot: Director Virginia A. Hepner was granted 7,392 restricted stock units (RSUs) on 18 Jun 2025 at no cost (transaction code "A"). Following the grant, her beneficial ownership rose to 44,027 common shares.

The RSUs convert into an equal number of common shares and vest in full one year after the grant date, providing equity-based alignment between the director and shareholders. No sales, purchases for cash, or derivative transactions were reported. The filing was electronically signed on 23 Jun 2025.

Positive

• Increased insider alignment: RSU grant boosts the director’s stake to 44,027 shares, reinforcing shareholder-management alignment.

Negative

• None.

Insights

Corporate Governance Analyst

TL;DR: Routine RSU award to director; aligns incentives, but financially immaterial to EYE.

The Form 4 discloses a standard annual equity grant—7,392 RSUs—to director Virginia Hepner. Because the award is small relative to EYE’s float and carries no cash cost, it has minimal valuation impact. However, it modestly strengthens insider ownership to 44,027 shares, which governance specialists often view positively for alignment. No red flags such as sales, option exercises, or 10b5-1 plan notations appear. Investors should interpret this filing as normal board compensation rather than a signal on near-term fundamentals.

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

OMB APPROVAL

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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^*

Hepner Virginia A

(Last) (First) (Middle)

C/O NATIONAL VISION HOLDINGS, INC.,

2435 COMMERCE AVENUE, BLDG. 2200

(Street)

DULUTH GA 30096

(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)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
06/18/2025

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	06/18/2025		A		7,392(1)	A	$0	44,027	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

Explanation of Responses:

1. Each restricted stock unit ("RSU") represents a contingent right to receive one share of National Vision Holdings, Inc. common stock. The RSUs vest in full on the first anniversary of the date of grant.

Remarks:

	/s/ Jared Brandman, as Attorney-in-Fact	06/23/2025
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

How many shares did EYE director Virginia Hepner acquire in the June 18 2025 Form 4?

7,392 restricted stock units were awarded.

What is the vesting schedule for the 7,392 RSUs granted to Virginia Hepner?

The RSUs vest in full on the first anniversary of the 18 Jun 2025 grant date.

What is Virginia Hepner’s total beneficial ownership after the reported transaction?

She now beneficially owns 44,027 shares of National Vision common stock.

Was any cash paid for the RSUs disclosed in the Form 4 filing?

No. The RSUs were granted at $0 cost as part of director compensation.

Did the Form 4 include any derivative security transactions?

No derivative securities were acquired or disposed of in this filing.