STOCK TITAN

Getty Images Holdings (GETY) fund makes in-kind distribution of 38.1M shares

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Getty Images Holdings, Inc. insider filings show a large in-kind redistribution of shares by an institutional holder. On December 23, 2025, Neuberger Berman Opportunistic Capital Solutions Master Fund LP completed a pro-rata, in-kind distribution of 38,123,044 shares of Class A common stock to its sole limited partners for no consideration. Those partners then distributed the shares pro-rata, in-kind, and for no consideration to certain of their own limited partners who elected to participate.

Following this transaction, the reporting persons disclose 17,090,251 shares of Class A common stock beneficially owned indirectly, held by the Master Fund. Neuberger Berman Investment Advisers LLC is the investment adviser to the Master Fund and exercises voting and/or investment power over its shares, and related Neuberger Berman entities disclaim beneficial ownership except to the extent of their pecuniary interest.

Positive

  • None.

Negative

  • None.

Insights

Large GETY block moved from a single fund to many limited partners via in-kind distribution.

The disclosure centers on Neuberger Berman Opportunistic Capital Solutions Master Fund LP completing a pro-rata, in-kind distribution of 38,123,044 Getty Images Class A shares on December 23, 2025. Rather than a market sale, the shares were transferred for no consideration to the fund’s sole limited partners, who then further distributed them pro-rata, in-kind, to certain of their own limited partners.

After the transaction, the reporting group reports indirect beneficial ownership of 17,090,251 Class A shares held by the Master Fund. The filing clarifies that Neuberger Berman Investment Advisers LLC advises the fund and exercises voting and/or investment power, and related entities formally disclaim beneficial ownership beyond their pecuniary interest. Any impact on trading dynamics or the shareholder base would depend on how the receiving limited partners handle their positions over time.

Insider Neuberger Berman Group LLC, Neuberger Berman Investment Advisers Holdings LLC, Neuberger Berman Investment Advisers LLC
Role 10% Owner | 10% Owner | 10% Owner
Type Security Shares Price Value
Other Class A common stock 38,123,044 $0.00 --
Holdings After Transaction: Class A common stock — 17,090,251 shares (Indirect, Held by Neuberger Berman Opportunistic Capital Solutions Master Fund LP)
Footnotes (1)
  1. Neuberger Berman Investment Advisers LLC ("NBIA") serves as investment adviser to Neuberger Berman Opportunistic Capital Solutions Master Fund LP ("Master Fund") and, in such capacity, exercises voting and/or investment power over the shares held directly by Master Fund. Neuberger Berman Investment Advisers Holdings LLC is the holding company of NBIA and a subsidiary of Neuberger Berman Group LLC. Each of the Reporting Persons disclaim beneficial ownership of the securities held by Master Fund except to the extent of its pecuniary interest therein. On December 23, 2025, Master Fund received confirmation of completion of its pro-rata, in-kind distribution, for no consideration, of these shares of Class A Common Stock to its sole limited partners, who then distributed the shares, pro-rata, in-kind, and for no consideration, to certain of their limited partners who elected to participate in the distribution.
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
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*
Neuberger Berman Group LLC

(Last) (First) (Middle)
1290 AVENUE OF THE AMERICAS

(Street)
NEW YORK NY 10104

(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 X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
12/23/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X 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 12/23/2025 J(2) 38,123,044 D $0(2) 17,090,251 I(1) Held by Neuberger Berman Opportunistic Capital Solutions Master Fund LP(1)
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
1. Name and Address of Reporting Person*
Neuberger Berman Group LLC

(Last) (First) (Middle)
1290 AVENUE OF THE AMERICAS

(Street)
NEW YORK NY 10104

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Neuberger Berman Investment Advisers Holdings LLC

(Last) (First) (Middle)
1290 AVENUE OF THE AMERICAS

(Street)
NEW YORK NY 10104

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Neuberger Berman Investment Advisers LLC

(Last) (First) (Middle)
1290 AVENUE OF THE AMERICAS

(Street)
NEW YORK NY 10104

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. Neuberger Berman Investment Advisers LLC ("NBIA") serves as investment adviser to Neuberger Berman Opportunistic Capital Solutions Master Fund LP ("Master Fund") and, in such capacity, exercises voting and/or investment power over the shares held directly by Master Fund. Neuberger Berman Investment Advisers Holdings LLC is the holding company of NBIA and a subsidiary of Neuberger Berman Group LLC. Each of the Reporting Persons disclaim beneficial ownership of the securities held by Master Fund except to the extent of its pecuniary interest therein.
2. On December 23, 2025, Master Fund received confirmation of completion of its pro-rata, in-kind distribution, for no consideration, of these shares of Class A Common Stock to its sole limited partners, who then distributed the shares, pro-rata, in-kind, and for no consideration, to certain of their limited partners who elected to participate in the distribution.
/s/ Brad Cetron, Managing Director for Neuberger Berman Group LLC 12/30/2025
/s/ Brad Cetron, Managing Director for Neuberger Berman Investment Advisers Holdings LLC 12/30/2025
/s/ Brad Cetron, Managing Director for Neuberger Berman Investment Advisers LLC 12/30/2025
** 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 insider transaction was reported for Getty Images Holdings (GETY)?

The report shows that on December 23, 2025, Neuberger Berman Opportunistic Capital Solutions Master Fund LP completed a pro-rata, in-kind distribution of 38,123,044 shares of Getty Images Class A common stock to its sole limited partners for no consideration.

Did Neuberger Berman sell Getty Images (GETY) shares in the open market?

No. The filing describes a pro-rata, in-kind distribution for no consideration of Getty Images Class A shares from the Master Fund to its limited partners, and then from those partners to certain of their limited partners who elected to participate, rather than a sale for cash.

How many Getty Images (GETY) shares does the reporting group hold after the transaction?

Following the reported transaction, the filing states that 17,090,251 shares of Getty Images Class A common stock are beneficially owned indirectly, held by Neuberger Berman Opportunistic Capital Solutions Master Fund LP.

Who are the reporting persons in this Getty Images (GETY) Form 4 filing?

The explanation notes that Neuberger Berman Investment Advisers LLC serves as investment adviser to Neuberger Berman Opportunistic Capital Solutions Master Fund LP, and that Neuberger Berman Investment Advisers Holdings LLC is the holding company of that adviser and a subsidiary of Neuberger Berman Group LLC.

What is the relationship of the reporting persons to Getty Images Holdings (GETY)?

The reporting person is identified as a Director of Getty Images Holdings, Inc. The filing also indicates that the shares at issue are held indirectly through Neuberger Berman Opportunistic Capital Solutions Master Fund LP.

At what price were the redistributed Getty Images (GETY) shares recorded?

In Table I, the 38,123,044 Class A common shares are shown as disposed of at a price of $0, consistent with the description that the distributions to limited partners occurred for no consideration.