Gen Digital Insider Filing: Chrystal Adds RSUs, Holds 23,419 Shares and 51,140 CVR-Linked Shares

Rhea-AI Filing Summary

Gen Digital director John C. Chrystal was granted non-employee director equity awards on 09/09/2025 consisting of 8,822 restricted stock units (RSUs) that vest 100% on the earlier of 09/09/2026 or the next annual meeting, and 1,696 RSUs issued as a retainer that vest in four equal installments (25% each) on 12/01/2025, 03/01/2026, 06/01/2026 and 09/01/2026. The retainer RSUs are reported with an attributed price of $29.47 per share and the initial award was reported at $0 price for the 8,822 RSUs. Following these grants, Mr. Chrystal beneficially owns 23,419 shares of Gen Digital common stock directly. The filing also discloses contingent value rights (GENVR) that convert into 51,140 GEN shares if specified price or change-of-control conditions are met before 04/17/2027.

Insights

Corporate Governance Expert

TL;DR: Routine director equity compensation awarded, structured for multi-date vesting with standard service-based conditions.

The grants reported for Mr. Chrystal are consistent with standard non-employee director compensation: an annual equity award that vests on the anniversary or annual meeting and a retainer paid in stock vesting in quarterly tranches. These structures align director incentives with shareholder value over the vesting period and maintain service-based retention. The disclosure of GENVR conversion mechanics is material to understanding potential future dilution but does not indicate immediate change in control or payment.

Securities Analyst

TL;DR: Insider received equity-based pay; reported holdings and CVR exposure are disclosed but not unusually large.

The reported additions—8,822 RSUs and 1,696 RSUs—increase direct ownership to 23,419 shares and add contingent exposure to 51,140 shares via GENVRs that convert on specific price or change-of-control triggers through 04/17/2027. The $29.47 attribution on the retainer RSUs provides a reference valuation for that component. Overall, this is a routine disclosure of compensation-related transfers rather than a market-moving trade.

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

OMB Number:			3235-0287
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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^*

Chrystal John C

(Last) (First) (Middle)

60 E. RIO SALADO PARKWAY

SUITE 1000

(Street)

TEMPE AZ 85281

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Gen Digital Inc. [ GEN ]

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)
09/09/2025

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	09/09/2025		A		8,822(1)	A	$0	21,723	D
Common Stock	09/09/2025		A		1,696(2)	A	$29.47	23,419	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
GEN Contingent Value Rights	(3)							(3)	04/17/2027	Common Stock	51,140		51,140	D

Explanation of Responses:

1. Annual non-employee director equity award. The RSUs will vest 100% on the earlier of September 9, 2026, or the next annual meeting, and subject to service through the respective vesting date.

2. Annual non-employee director retainer fee issued in stock. The RSUs will vest 25% on December 1, 2025, March 1, 2026, June 1, 2026, and September 1, 2026, subject to service through the respective vesting dates.

3. Pursuant to the Contingent Value Rights Agreement dated April 17, 2025, (the CVR Agreement"), each GENVR share entitles the holder a conditional payment of $23.00 in Gen Digital Inc.'s common stock (GEN), par value $0.01 per share, if, on any date prior to April 17, 2027, (i) each GEN share trades at an average volume-weighted price of at least $37,50 per share for more than 30 consecutive trading days within the period from December 10, 2024 to April 17, 2027 or (ii) Gen undergoes a change of control.

Remarks:

	/s/ Kathryn White, as attorney-in-fact for John Chrystal	09/10/2025
	** 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

What did John C. Chrystal report on the Form 4 for GEN?

He reported receipt of 8,822 RSUs vesting 100% by 09/09/2026 (or next annual meeting) and 1,696 RSUs as a retainer vesting quarterly through 09/01/2026.

How many Gen Digital (GEN) shares does Chrystal beneficially own after the transaction?

23,419 shares of common stock are reported as beneficially owned directly following the reported grants.

What are the contingent value rights (GENVR) disclosed in the filing?

GENVRs convert to 51,140 GEN shares if GEN trades at a $37.50 VWAP for 30+ consecutive trading days before 04/17/2027 or if a change of control occurs prior to that date.

What is the vesting schedule for the retainer RSUs?

25% vests on each of 12/01/2025, 03/01/2026, 06/01/2026 and 09/01/2026, subject to continued service.

Was any cash purchase reported for the RSU grants?

No cash purchase was reported for the 8,822 RSU award (priced at $0) and the retainer RSUs are shown with a reference price of $29.47 per share.