Getty Images (GETY) Insider Sold 5,816 Shares at $2.03

Rhea-AI Filing Summary

Getty Images Holdings insider sale to cover taxes: Ken Mainardis, Senior Vice President and reporting person, sold 5,816 shares of Class A common stock on 09/24/2025 at a weighted average price of $2.03 per share to satisfy mandatory tax withholding tied to vesting restricted stock units and performance restricted stock units. The Form 4 states these non-discretionary sales were effected under Rule 10b5-1 trading plan instructions from award agreements dated March 16, 2023. After the sale, the reporting person beneficially owned 211,899 shares, held directly.

Positive

• Transaction executed under Rule 10b5-1 plan, indicating prearranged, non-discretionary sales
• Clear disclosure that the sale was to cover mandatory tax withholding from RSU/PRSU vesting
• Reporting person retains substantial direct ownership of 211,899 shares after the sale

Negative

• Reporting person sold 5,816 shares, reducing direct holdings by that amount
• Execution prices ranged as low as $1.97, which may be below recent trading levels (prices provided in filing)

Insights

Corporate Governance Expert

TL;DR: Sale was non-discretionary under a 10b5-1 plan to cover tax withholding; procedural rather than performance-driven.

The Form 4 discloses a tax-withholding sale of 5,816 Class A shares at a weighted average of $2.03 executed on 09/24/2025. The filing explicitly states the trades relate to vesting and settlement of restricted stock units and performance restricted stock units and were effected pursuant to Rule 10b5-1 plan instructions tied to award agreements dated March 16, 2023. This framing indicates a routine administrative disposition rather than a discretionary sell signal by management. The reporting person retains 211,899 shares directly following the transaction.

Securities Analyst

TL;DR: Transaction is a routine vesting-related sale under a trading plan; materiality appears limited based on disclosed numbers.

The filing reports multiple trades executed at prices ranging from $1.97 to $2.15, with the reported weighted average price of $2.03. The reporter offers to provide detailed trade-by-trade prices upon request, consistent with transparency norms for Form 4s. The sale reduced holdings by 5,816 shares to a post-transaction direct beneficial ownership of 211,899 shares. The disclosure includes an Exhibit 24 power of attorney signature block and was signed by an attorney-in-fact for the reporting person on 09/26/2025.

Insider Trade Summary

Net Seller: 5,816 shares

Net Sell 1 txn

Insider Mainardis Kenneth Arrigo

Role Senior Vice President

Sold 5,816 shs ($12K)

Type	Security	Shares	Price	Value
Sale	Class A Common Stock	5,816	$2.03	$12K

Holdings After Transaction: Class A Common Stock — 211,899 shares (Direct)

Footnotes (2)

1. F1. The non-discretionary sales to cover mandatory tax withholding obligations in connection with the vesting and settlement of restricted stock units and performance restricted stock units reported in this Form 4 were effected pursuant to Rule 10b5-1 trading plan instructions adopted in connection by the Reporting Person in award agreements, dated March 16, 2023, for the respective equity grants.
2. F2. This transaction was executed in multiple trades at prices ranging from $1.97 to $2.15. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transaction was effected.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Getty Images (GETY) insider Ken Mainardis report on Form 4?

The Form 4 reports that Ken Mainardis sold 5,816 shares of Class A common stock on 09/24/2025 to cover mandatory tax withholding tied to vested RSUs and PRSUs.

At what price were the GETY shares sold in the Form 4 filing?

The sale was executed in multiple trades at prices ranging from $1.97 to $2.15; the filing reports a weighted average sale price of $2.03.

Was the Getty Images sale discretionary or preplanned?

The filing states the sales were non-discretionary and effected pursuant to a Rule 10b5-1 trading plan linked to award agreements dated March 16, 2023.

How many Getty Images shares does the reporting person own after the transaction?

Following the reported transaction, the reporting person beneficially owned 211,899 shares of Class A common stock, held directly.

Who signed the Form 4 on behalf of the reporting person?

The Form 4 was signed by /s/ Kjelti Kellough, as attorney in fact for Ken Mainardis on 09/26/2025.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Form 4 Insider Transactions: What Each Field Means →

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Accepted by SEC EDGAR 09/26/2025 - 04:30 PM Learn about SEC filing dates

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).

1. Name and Address of Reporting Person^*

Mainardis Kenneth Arrigo

(Last) (First) (Middle)

C/O GETTY IMAGES HOLDINGS, INC.

605 5TH AVENUE SOUTH, SUITE 400

(Street)

SEATTLE WA 98104

(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
X	Officer (give title below)		Other (specify below)
	Senior Vice President

3. Date of Earliest Transaction (Month/Day/Year)
09/24/2025

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
Class A Common Stock	09/24/2025		S(1)		5,816	D	$2.03(2)	211,899	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. The non-discretionary sales to cover mandatory tax withholding obligations in connection with the vesting and settlement of restricted stock units and performance restricted stock units reported in this Form 4 were effected pursuant to Rule 10b5-1 trading plan instructions adopted in connection by the Reporting Person in award agreements, dated March 16, 2023, for the respective equity grants.

2. This transaction was executed in multiple trades at prices ranging from $1.97 to $2.15. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transaction was effected.

Remarks:

Exhibit 24 - Power of Attorney

	/s/ Kjelti Kellough, as attorney in fact for Ken Mainardis	09/26/2025
	** 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.