Getty Images Holdings (NYSE: GETY) 115M-share block shifted in Koch reorg

Rhea-AI Filing Summary

Getty Images Holdings, Inc. disclosed a change in beneficial ownership involving a large block of its Class A common stock. On December 31, 2025, Koch Icon Investments, LLC transferred 115,259,246 shares of Class A common stock to KED Icon Holdings, LLC as part of an internal reorganization, with no consideration paid by KED Icon. After the transfer, Koch Icon reported holding zero shares directly.

The filing notes that both Koch Icon and KED Icon are indirectly beneficially owned by Koch, Inc. Michael Harris and Brett Watson currently serve on Getty Images’ board as designees of Koch Icon, but following the transfer, KED Icon now holds the right to designate these directors, and Koch Icon may no longer be deemed a “director by deputization” of the company.

Insights

Corporate governance and ownership analyst

Large internal share transfer shifts director designation rights within Koch entities.

The disclosure shows Koch Icon Investments, LLC transferring 115,259,246 Class A shares of Getty Images Holdings, Inc. to KED Icon Holdings, LLC on December 31, 2025. The transaction is coded as "J" (other) and explicitly described as part of an internal reorganization, with no consideration paid by KED Icon, indicating a restructuring within entities indirectly owned by Koch, Inc. rather than an external sale.

The filing also clarifies governance implications: Michael Harris and Brett Watson sit on Getty Images’ board as designees of Koch Icon, but after this transfer, KED Icon holds the right to designate those directors. This means the formal "director by deputization" status shifts away from Koch Icon, even though ultimate indirect ownership remains with Koch, Inc. Future company disclosures may provide more detail on any additional governance or ownership changes among related Koch entities.

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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hours per response:			0.5

X

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^*

Koch Icon Investments, LLC

(Last) (First) (Middle)

4111 E. 37TH STREET NORTH

(Street)

WICHITA KS 67220

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Getty Images Holdings, Inc. [ GETY ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

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

3. Date of Earliest Transaction (Month/Day/Year)
01/02/2026

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
Class A Common Stock	12/31/2025		J(1)		115,259,246	D	$0.00	0	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. On December 31, 2025, pursuant to an internal reorganization, Koch Icon Investments, LLC ("Koch Icon") transferred 115,259,246 shares of Class A common stock, par value $0.0001 per share ("Public Shares") of Getty Images Holdings, Inc. (the "Issuer") to KED Icon Holdings, LLC ("KED Icon"). Each of Koch Icon and KED Icon are indirectly beneficially owned by Koch, Inc. No consideration was paid by KED Icon in connection with the transfer.

Remarks:

Michael Harris and Brett Watson serve on the Issuer's board of directors as designees of Koch Icon. In connection with the transfer of the Public Shares to KED Icon, KED Icon now holds the right to designate such directors, and, therefore, Koch Icon may no longer be deemed a "director by deputization" of the Issuer.

	Koch Icon Investments, LLC, /s/ Adam Schaeffer, Secretary	01/02/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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** 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.
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FAQ

What insider transaction was reported for Getty Images Holdings, Inc. (GETY)?

The report shows that on December 31, 2025, Koch Icon Investments, LLC transferred 115,259,246 shares of Getty Images Holdings, Inc. Class A common stock to KED Icon Holdings, LLC as part of an internal reorganization.

Was any consideration paid for the 115,259,246 GETY shares transferred?

No. The disclosure states that no consideration was paid by KED Icon Holdings, LLC in connection with the transfer of the 115,259,246 Class A common shares.

Who ultimately controls Koch Icon and KED Icon in relation to Getty Images (GETY)?

The filing states that each of Koch Icon and KED Icon are indirectly beneficially owned by Koch, Inc., indicating that ultimate indirect control resides with Koch, Inc.

How did the transaction affect Koch Icon’s reported holdings in Getty Images (GETY)?

After the internal transfer of 115,259,246 Class A shares to KED Icon, Koch Icon reported holding 0 shares of Getty Images Holdings, Inc. Class A common stock.

What is the impact of this transaction on Getty Images’ board representation?

Michael Harris and Brett Watson serve on the board as designees of Koch Icon. Following the transfer, KED Icon now holds the right to designate these directors, and Koch Icon may no longer be deemed a "director by deputization" of Getty Images Holdings, Inc.

What transaction code was used for the Getty Images (GETY) insider filing?

The transaction involving the Class A common stock is reported with transaction code "J", which is used for other types of transactions, and is described as part of an internal reorganization.