GEN Form 4: Vlcek Receives 8,822 RSUs and 1,696 Retainer RSUs

Rhea-AI Filing Summary

Ondrej Vlcek, a director of Gen Digital Inc. (GEN), reported two equity grants on 09/09/2025. The filing shows an annual non-employee director RSU award of 8,822 shares that will vest 100% on the earlier of September 9, 2026 or the next annual meeting, subject to continued service. Vlcek also received 1,696 RSUs issued as a retainer fee that vest 25% on December 1, 2025 and on each of March 1, June 1 and September 1, 2026, subject to service. Following these transactions he beneficially owns 4,066,216 shares directly and 302,000 shares indirectly through the Vlcek Family Foundation. The form is signed by Kathryn White as attorney-in-fact on 09/10/2025.

Positive

• 8,822 RSUs granted as annual non-employee director award vesting 100% by September 9, 2026 or next annual meeting
• 1,696 RSUs issued as director retainer with defined 25% quarterly vesting on Dec 1, 2025; Mar 1, Jun 1, Sep 1, 2026
• Direct beneficial ownership increased to 4,066,216 shares following the reported transactions
• Indirect ownership disclosed of 302,000 shares through the Vlcek Family Foundation

Negative

• None.

Insights

Securities Analyst

TL;DR: Routine director equity awards reported; no cash purchases and modest incremental dilution relative to total shares outstanding.

The filing documents customary non-employee director compensation in RSUs rather than open-market purchases, with one grant vesting in full by September 2026 and another following a quarterly vesting schedule. These are standard long-term retention instruments that align a director’s interest with shareholders while deferring income recognition until vesting. The direct beneficial ownership counts shown—4,066,216 shares post-transactions—should be compared to total outstanding shares for materiality, which is not provided in this filing. No derivative transactions or sales are reported.

Corporate Governance Expert

TL;DR: Governance routine—annual RSU award and retainer-in-stock follow common director compensation practices.

The report indicates the company uses time-based RSUs for non-employee director compensation with clear vesting milestones: one grant cliff-vests on a specified date or meeting, the other vests in four installments. The presence of indirect ownership (Vlcek Family Foundation) is disclosed, and the filing is properly executed by an attorney-in-fact. There are no departures, accelerated vesting events, or unusual transaction codes disclosed that would raise governance flags in this document.

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^*

Vlcek Ondrej

(Last) (First) (Middle)

60 EAST 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	4,064,520	D
Common Stock	09/09/2025		A		1,696(2)	A	$29.47	4,066,216	D
Common Stock								302,000	I	Vlcek Family Foundation

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 Ondrej Vlcek	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 transactions did Ondrej Vlcek report on Form 4 for GEN?

He reported two equity grants on 09/09/2025: 8,822 RSUs (annual director award) and 1,696 RSUs (retainer issued in stock).

When do the RSUs reported by Vlcek vest?

The 8,822 RSUs vest 100% on the earlier of September 9, 2026 or the next annual meeting. The 1,696 RSUs vest 25% on Dec 1, 2025 and on Mar 1, Jun 1, and Sep 1, 2026.

How many Gen Digital shares does Vlcek beneficially own after these transactions?

The filing shows Vlcek beneficially owns 4,066,216 shares directly after the reported transactions and 302,000 shares indirectly via the Vlcek Family Foundation.

Was any cash paid for the RSU awards reported on the Form 4?

The annual director RSU award (8,822) is shown with a price of $0; the retainer RSUs (1,696) list a price of $29.47 in the transaction table.

Who signed the Form 4 and when was it filed?

The form is signed by Kathryn White as attorney-in-fact for Ondrej Vlcek on 09/10/2025.