LifeStance Health (LFST) officer has 24,255 shares withheld for RSU taxes

Rhea-AI Filing Summary

LifeStance Health Group, Inc. officer Ryan McGroarty reported a Form 4 showing 24,255 shares of common stock withheld at $6.45 per share to cover tax obligations when restricted stock units vested on March 24, 2026. These withheld shares were not sold on the open market. After the transaction, McGroarty directly holds 772,235 shares of 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)
03/24/2026

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	03/24/2026		F(1)		24,255	D	$6.45	772,235	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 24, 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	03/26/2026
	** 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 insider transaction did LifeStance Health (LFST) report for Ryan McGroarty?

LifeStance Health reported that officer Ryan McGroarty had 24,255 shares of common stock withheld to satisfy tax obligations from vested RSUs. This withholding reduced the shares delivered to him but did not involve any open-market sale of shares.

Was the LifeStance Health (LFST) Form 4 transaction an open-market sale?

No, the Form 4 states the 24,255 shares were withheld to cover tax withholding obligations from RSU vesting and “do not constitute any open-market sale.” The shares were retained by the issuer rather than sold in the market.

How many LifeStance Health (LFST) shares were involved in the tax withholding?

The filing shows 24,255 shares of LifeStance Health common stock were withheld at $6.45 per share. These shares satisfied tax obligations arising from restricted stock units that vested on March 24, 2026, reducing the net shares delivered to the officer.

How many LifeStance Health (LFST) shares does Ryan McGroarty hold after this Form 4?

After the tax-withholding transaction, Ryan McGroarty directly holds 772,235 shares of LifeStance Health common stock. This figure reflects his ownership following the RSU vesting and associated share withholding recorded in the March 24, 2026 transaction.

What is the nature of the Form 4 transaction for LifeStance Health (LFST)?

The transaction is coded “F,” described as payment of tax liability by delivering securities. It represents a tax-withholding disposition related to RSUs that vested on March 24, 2026, rather than a discretionary purchase or sale in the open market.