LifeStance (NASDAQ: LFST) officer RSU vesting leads to tax withholding

Rhea-AI Filing Summary

LifeStance Health Group, Inc. reported that company officer Ryan McGroarty had restricted stock units vest on March 17, 2026, and 47,594 shares of common stock were withheld at $6.89 per share to cover tax obligations. The filing states this was not an open-market sale. After the withholding, McGroarty directly holds 796,490 shares of LifeStance common stock.

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

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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^*

McGroarty Ryan

(Last) (First) (Middle)

C/O LIFESTANCE HEALTH GROUP, INC.

4800 N. SCOTTSDALE ROAD, SUITE 2500

(Street)

SCOTTSDALE ARIZONA 85251

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
LifeStance Health Group, Inc. [ LFST ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	See Remarks

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/17/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	03/17/2026		F(1)		47,594	D	$6.89	796,490	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. Represents the number of shares withheld by the Issuer to satisfy tax withholding obligations in connection with the net settlement of restricted stock units ("RSUs") that vested on March 17, 2026. The shares withheld represent a reduction of shares issued to the Reporting Person upon settlement of vested RSUs and do not constitute any open-market sale.

Remarks:

Chief Financial Officer and Treasurer

	By: /s/ Ryan Pardo, Attorney-in-Fact	03/19/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What did the LifeStance (LFST) Form 4 filed for Ryan McGroarty report?

The Form 4 reports that officer Ryan McGroarty had RSUs vest on March 17, 2026, and 47,594 shares of LifeStance common stock were withheld at $6.89 per share to satisfy tax withholding obligations related to that vesting.

Did Ryan McGroarty sell LifeStance (LFST) shares in the open market?

No, the filing specifies that the 47,594 LifeStance shares were withheld by the company to cover tax obligations from RSU vesting and explicitly states this does not constitute any open-market sale of the company’s common stock by McGroarty.

How many LifeStance (LFST) shares were withheld for taxes and at what price?

The Form 4 shows that 47,594 shares of LifeStance common stock were withheld to satisfy tax withholding obligations, at a price of $6.89 per share, in connection with the net settlement of restricted stock units that vested on March 17, 2026.

How many LifeStance (LFST) shares does Ryan McGroarty hold after this transaction?

After the tax-withholding transaction, the Form 4 reports that Ryan McGroarty directly holds 796,490 shares of LifeStance common stock. This figure reflects his position following the RSU vesting and the company’s withholding of shares to meet tax obligations.

What does transaction code "F" mean in the LifeStance (LFST) Form 4?

In this Form 4, code “F” indicates a tax-withholding disposition, where the issuer withholds shares to satisfy tax liabilities or exercise costs. Here, LifeStance withheld 47,594 shares upon RSU vesting, and the filing clarifies this is not an open-market sale.

What event triggered the tax-withholding transaction for LifeStance (LFST)?

The transaction was triggered by the vesting of restricted stock units on March 17, 2026. When these RSUs vested, LifeStance withheld 47,594 shares of common stock at $6.89 per share to cover Ryan McGroarty’s tax withholding obligations arising from the settlement.