GEN Form 4: Sherrese Smith Receives RSUs Totaling 10,518 Shares

Rhea-AI Filing Summary

Gen Digital Inc. director Sherrese M. Smith reported changes in beneficial ownership on 09/09/2025. She was granted 8,822 restricted stock units (RSUs) as an annual non-employee director equity award that vest 100% on the earlier of September 9, 2026 or the next annual meeting, subject to continued service. She also received 1,696 RSUs as the annual director retainer issued in stock that vest in four equal installments (25% each) on December 1, 2025, March 1, 2026, June 1, 2026 and September 1, 2026, subject to service. Following the transactions her reported beneficial ownership increased to 72,186 shares after the $0 award and to 73,882 shares after the $29.47 stock-issuance component. The Form 4 was signed by an attorney-in-fact on 09/10/2025.

Positive

• Director equity alignment: Issuance of 8,822 RSUs and 1,696 RSUs ties director compensation to shareholder value via time-based vesting
• Timely disclosure: Transactions were reported on 09/09/2025 and the Form 4 was executed on 09/10/2025

Negative

• None.

Insights

Financial Analyst

TL;DR: Routine director equity compensation increases reported holdings modestly; no new cash payout or sale activity disclosed.

The filing documents standard non-employee director compensation in equity form: an annual RSU grant of 8,822 units and a retainer-issued 1,696 RSUs with staged vesting. One grant is issued at $0 (typical for time-based awards) and the retainer-related RSUs reference $29.47. The reported beneficial ownership totals (72,186 and 73,882 shares) reflect these additions. There are no dispositions, option exercises, or derivative transactions reported, and the transaction appears administrative and non-cash in nature.

Corporate Governance Expert

TL;DR: Filing shows standard director alignment via time‑based RSUs with clear vesting schedule; no governance red flags disclosed.

The Form 4 discloses time-based RSUs that vest over defined service periods: one full-year cliff or earlier annual meeting vesting for the annual award and quarterly vesting for the retainer award. Such structures are common to align non-employee directors with shareholder interests. The report is timely and was executed by an attorney-in-fact, with no additional arrangements or joint filing complexities noted in the form.

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^*

Smith Sherrese M

(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	72,186	D
Common Stock	09/09/2025		A		1,696(2)	A	$29.47	73,882	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. 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.

Remarks:

	/s/ Kathryn White, as attorney-in-fact for Sherrese M. Smith	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 Sherrese M. Smith report on the Form 4 for GEN?

She reported receiving 8,822 RSUs as an annual director equity award and 1,696 RSUs as the annual retainer issued in stock on 09/09/2025.

When do the RSUs granted to Sherrese M. Smith vest?

The annual equity award vests 100% on the earlier of September 9, 2026 or the next annual meeting; the retainer RSUs vest 25% on each of Dec 1, 2025, Mar 1, 2026, Jun 1, 2026, and Sep 1, 2026, subject to service.

How many shares does Sherrese M. Smith beneficially own after these transactions?

The filing reports beneficial ownership of 72,186 shares following the $0 award and 73,882 shares following the 1,696 RSU issuance at a referenced price of $29.47.

Was any cash sale or option exercise included in this Form 4?

No. The Form 4 shows only RSU grants (equity awards) and no dispositions, option exercises, or derivative transactions.

Who signed the Form 4 and when was it executed?

The Form 4 was signed by Kathryn White as attorney-in-fact for Sherrese M. Smith on 09/10/2025.