LiveWire Group (LVWR) CEO awarded RSUs and surrenders shares for tax

Rhea-AI Filing Summary

LiveWire Group, Inc. Chief Executive Officer Karim Donnez reported a mix of equity award activity and related share disposals. On February 19, 2026, he received a grant of 772,533 restricted stock units, each representing one future share of common stock, vesting in three annual installments and subject to forfeiture until vested.

To cover tax withholding tied to restricted stock unit vesting, he surrendered 113,713 shares on February 19, 2026 at $2.33 per share and 29,832 shares on February 21, 2026 at $2.21 per share, characterized as tax-withholding dispositions rather than open-market sales. Following these transactions, he directly holds 1,618,108 shares of common stock, including 1,442,212 unvested restricted stock units that will convert into shares only upon future vesting.

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^*

Donnez Karim

(Last) (First) (Middle)

3700 W. JUNEAU AVENUE

(Street)

MILWAUKEE WI 53208

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
LiveWire Group, Inc. [ LVWR ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/19/2026

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
Common Stock	02/19/2026		F		113,713(1)	D	$2.33	875,407	D
Common Stock	02/19/2026		A		772,533(2)	A	$0	1,647,940	D
Common Stock	02/21/2026		F		29,832(1)	D	$2.21	1,618,108(3)	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. Reflects shares of common stock surrendered to Issuer to satisfy tax withholding obligations in connection with the vesting of restricted stock units.

2. The transaction reported is a grant of restricted stock units. Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock. One-third of the units granted vest on each of the first three anniversaries of the date of the grant. Units are subject to forfeiture until vested.

3. Includes 1,442,212 unvested restricted stock units with each unit representing the contingent right to receive one share of the Issuer's common stock upon vesting.

Remarks:

Exhibit List: Exhibit 24-Power of Attorney

	/s/ Allen Gerrard, Attorney-in-Fact	02/23/2026
	** 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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FAQ

What insider transactions did LiveWire Group (LVWR) CEO Karim Donnez report?

Karim Donnez reported receiving a grant of 772,533 restricted stock units and disposing of shares to cover tax withholding. The dispositions involved 113,713 shares and 29,832 shares tied to vesting events, rather than open‑market buying or selling.

How many shares did the LVWR CEO dispose of for tax withholding purposes?

The CEO disposed of 113,713 shares on February 19, 2026 at $2.33 per share and 29,832 shares on February 21, 2026 at $2.21 per share. Both transactions satisfied tax withholding obligations on vesting restricted stock units.

What equity award did LiveWire Group (LVWR) grant to its CEO?

The CEO received a grant of 772,533 restricted stock units, each representing a contingent right to one share of common stock. One‑third of these units vests on each of the first three anniversaries of the grant date, and unvested units remain subject to forfeiture.

How many LiveWire Group (LVWR) shares does the CEO own after these transactions?

After the reported transactions, the CEO directly owns 1,618,108 shares of common stock. This total includes 1,442,212 unvested restricted stock units that will convert into shares only upon future vesting, as described in the filing footnotes.

Are the LVWR CEO’s reported disposals open-market stock sales?

The reported disposals are not open-market stock sales. They are classified as tax-withholding dispositions, where shares are surrendered back to the issuer to satisfy tax obligations associated with the vesting of restricted stock units.