[Form 4] Gen Digital Inc. Insider Trading Activity

Rhea-AI Filing Summary

Gen Digital Inc. (GEN) director John C. Chrystal purchased 10,000 shares of GEN common stock on 08/13/2025 at $32.10 per share, increasing his direct beneficial ownership to 12,901 shares. The filing also reports ownership of GEN Contingent Value Rights (GENVR) that, under the CVR Agreement dated April 17, 2025, entitle the holder to a conditional payment of $23.00 in GEN common stock if either GEN trades at an average volume-weighted price of at least $37.50 for more than 30 consecutive trading days before April 17, 2027, or Gen undergoes a change of control. The CVR position represents 51,140 underlying GEN shares if the contingency is satisfied. The Form 4 was signed by an attorney-in-fact on behalf of Mr. Chrystal on 08/15/2025.

Positive

• Director purchased 10,000 shares at $32.10 on 08/13/2025, increasing direct beneficial ownership to 12,901 shares
• Contingent Value Rights disclosed specify a $23.00 conditional payment in GEN common stock and clear performance/change-of-control triggers

Negative

• CVR payment is contingent and only converts to common stock if the VWAP trigger ($37.50 for 30 consecutive trading days) or change of control occurs before 04/17/2027
• Transaction size is modest relative to large-cap equity stakes (the filing does not indicate a controlling or large percentage ownership change)

Insights

Securities Analyst

TL;DR: Director acquisition of 10,000 shares and a material CVR exposure of 51,140 underlying shares; transaction is informative but not transformational.

The director purchase of 10,000 shares at $32.10 is a straightforward open-market acquisition that increases direct beneficial ownership to 12,901 shares. This size of purchase is a clear, non-derivative buy by an insider and signals a direct monetary commitment to the equity, but in isolation it is modest relative to large-cap market caps. The CVR disclosure is significant because it creates contingent exposure to 51,140 GEN shares tied to a stock-price trigger of $37.50 over 30 consecutive trading days or a change of control before April 17, 2027. That CVR converts to common stock only if contract conditions are met; until then it remains contingent. For investors, the key facts are the purchase price, the increased direct ownership, and the explicit trigger and payout terms of the CVR Agreement.

Corporate Governance Expert

TL;DR: Insider buying plus detailed CVR terms disclosed; governance disclosure appears complete and timely.

The Form 4 properly reports both the non-derivative purchase and the derivative CVR position. The CVR Agreement terms are summarized within the filing, including the $23.00 conditional payment in common stock and the trigger conditions (average VWAP $37.50 for 30 consecutive trading days or change of control prior to 04/17/2027). The filing was executed by an attorney-in-fact, with signature dated 08/15/2025, consistent with execution practices. From a governance standpoint the disclosure provides required transparency on beneficial ownership and contingent interests; no omissions of the reported transactions are evident in the provided content.

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
Estimated average burden
hours per response:			0.5

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)
08/13/2025

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	08/13/2025		P		10,000	A	$32.1	12,901	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	(1)							(1)	04/17/2027	Common Stock	51,140		51,140	D

Explanation of Responses:

1. 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	08/15/2025
	** 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 Gen Digital (GEN) director John C. Chrystal report on Form 4?

He reported a purchase of 10,000 shares of GEN common stock on 08/13/2025 at $32.10, increasing his direct beneficial ownership to 12,901 shares.

What are the terms of the GEN Contingent Value Rights (GENVR) disclosed?

Under the CVR Agreement dated 04/17/2025, each GENVR entitles the holder to a conditional payment of $23.00 in GEN common stock if either GEN trades at an average VWAP of at least $37.50 for 30 consecutive trading days before 04/17/2027, or if Gen undergoes a change of control.

How many underlying shares does the CVR represent?

The filing shows the CVR position corresponds to 51,140 underlying GEN shares if the contingency is satisfied.

When was the Form 4 signed and by whom?

The Form 4 was signed by Kathryn White as attorney-in-fact for John Chrystal on 08/15/2025.

Does the filing show any dispositions or sales by the reporting person?

No. The reported non-derivative transaction is a purchase of 10,000 shares; no dispositions are reported in the provided content.