[Form 4] Vaxcyte, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Grant Pickering, who is both Chief Executive Officer and a director of Vaxcyte, Inc. (PCVX), reported a transaction on 09/08/2025 in a Form 4 filing. The filing shows 7,356 shares of common stock were disposed of at $32.41 per share; the explanation states these shares were surrendered to the issuer to cover tax withholding when restricted stock units vested. After the reported transaction, Mr. Pickering beneficially owned 500,908 shares directly. The filing also discloses two trusts holding 136,215 shares each for his son and daughter. The Form 4 was signed on 09/10/2025 by an attorney-in-fact.

Positive

• Disclosure identifies tax-withholding surrender rather than an open-market sale, clarifying the nature of the disposition
• Substantial retained ownership: 500,908 shares held directly plus two trusts with 136,215 shares each, showing alignment with shareholders
• Timely and complete Section 16 disclosure including post-transaction beneficial ownership and explanation

Negative

• Shares disposed: 7,356 shares were surrendered, reducing direct holdings by that amount
• Potential perception risk: Any insider disposition can attract investor attention even if for tax withholding

Insights

Financial Analyst

TL;DR: Routine tax-withholding share surrender; modest disposal relative to total holdings, showing no material change in ownership stake.

The reported disposal of 7,356 shares at $32.41 per share was identified as a surrender to cover tax withholding on vested RSUs rather than an open-market sale. That distinction is important because it indicates the action was administrative and related to compensation vesting. The reporting person retains a substantial direct holding of 500,908 shares plus two trusts of 136,215 shares each, which suggests continued alignment with shareholders. From a quantitative perspective, the surrendered shares represent a small fraction of the total reported beneficial ownership.

Corporate Governance Expert

TL;DR: Transaction appears procedural and consistent with typical insider compensation mechanics; disclosure is timely and complete.

The Form 4 discloses both the nature of the disposition (tax withholding on RSU vesting) and the post-transaction holdings, satisfying Section 16 reporting requirements. The filing identifies indirect holdings via two children's trusts, making the reporting of indirect beneficial ownership clear. The use of an attorney-in-fact signature is documented. There are no indications in the filing of material governance events or unreported related-party transactions.

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).

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^*

PICKERING GRANT

(Last) (First) (Middle)

C/O VAXCYTE, INC.

825 INDUSTRIAL ROAD, STE. 300

(Street)

SAN CARLOS CA 94070

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Vaxcyte, Inc. [ PCVX ]

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CHIEF EXECUTIVE OFFICER

3. Date of Earliest Transaction (Month/Day/Year)
09/08/2025

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
Common Stock	09/08/2025		F		7,356(1)	D	$32.41	500,908	D
Common Stock								136,215	I	By Children's Trust(2)
Common Stock								136,215	I	By Children's Trust(3)

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 shares surrendered to the Issuer to cover applicable tax withholding obligations realized upon the vesting of RSUs.

2. Shares are held directly by a trust for the benefit of the Reporting Person's son.

3. Shares are held directly by a trust for the benefit of the Reporting Person's daughter.

Remarks:

	Grant Pickering, by /s/ Peter N. Efremenko, Attorney-In-Fact	09/10/2025
	** 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 did Grant Pickering report on the Form 4 for PCVX?

The Form 4 reports a disposition of 7,356 shares at $32.41 on 09/08/2025, identified as shares surrendered to cover tax withholding on vested RSUs.

How many shares does Grant Pickering beneficially own after the transaction?

After the reported transaction Mr. Pickering beneficially owns 500,908 shares directly, plus two trusts each holding 136,215 shares for his son and daughter.

Was the transaction an open-market sale?

No. The filing states the shares were surrendered to the issuer to cover tax withholding obligations realized upon RSU vesting.

When was the Form 4 signed and by whom?

The Form 4 was signed on 09/10/2025 by Grant Pickering via an attorney-in-fact, Peter N. Efremenko.

Do any indirect holdings appear in the filing?

Yes. The filing discloses two indirect holdings of 136,215 shares each held by trusts for the reporting person's son and daughter.