[Form 4] Vaxcyte, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Vaxcyte, Inc. Chief Operating Officer Jim Wassil reported multiple dispositions of Vaxcyte common stock on a Form 4. On 09/02/2025 he surrendered 1,270, 1,587 and 1,429 shares (each at $31.56) to cover tax withholding upon RSU vesting, reducing reported holdings in successive lines to 149,286, 147,699 and 146,270 shares respectively. The filing also discloses a prior transfer of 1,689 shares to an ex-spouse pursuant to a divorce settlement on April 1, 2025, and notes 329 shares acquired under the Employee Stock Purchase Plan on May 16, 2025. The Form is signed by attorney-in-fact and dated 09/04/2025.

Positive

• Form filed and signed, indicating compliance with Section 16 reporting requirements
• Transactions are documented as tax withholding and a domestic relations order, providing clear explanations for share reductions

Negative

• Reported reductions in beneficial ownership including share surrenders of 1,270, 1,587 and 1,429 shares on 09/02/2025
• Prior transfer of 1,689 shares to an ex-spouse pursuant to a divorce settlement on April 1, 2025

Insights

Corporate Governance Expert

TL;DR: Routine insider tax-withholding share surrenders and a prior divorce-related transfer; filing documents compliance and ownership changes.

The Form 4 shows common administrative actions rather than discretionary open-market sales: three share surrenders on 09/02/2025 at $31.56 each expressly to cover tax withholding on vested RSUs, and an earlier transfer of 1,689 shares under a domestic relations order executed April 1, 2025. These items change reported beneficial ownership but are non-operational in nature. The filing was executed by an attorney-in-fact and dated 09/04/2025, indicating timely reporting. For investors, the transactions clarify current insider holdings but do not convey new company developments.

Securities Analyst

TL;DR: Dispositions are tax and legal-ordered transfers; no evidence of material insider-driven liquidity event in this filing.

The disposition line items (1,270; 1,587; 1,429 shares) are explicitly described as shares surrendered to cover tax withholding from vested RSUs. The separate disclosure of a domestic relations order transferring 1,689 shares on April 1, 2025, further explains reductions unrelated to trading intent. The filing documents remaining beneficial ownership amounts at each reporting line and an Employee Stock Purchase Plan allocation of 329 shares, providing clear, transaction-level transparency. Impact on valuation appears limited based on the nature and scale disclosed here.

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
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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^*

Wassil Jim

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
09/02/2025

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	09/02/2025		F		1,270(1)	D	$31.56	149,286(2)(3)	D
Common Stock	09/02/2025		F		1,587(1)	D	$31.56	147,699	D
Common Stock	09/02/2025		F		1,429(1)	D	$31.56	146,270	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 shares surrendered to the Issuer to cover applicable tax withholding obligations realized upon the vesting of RSUs.

2. The Reporting Person entered into a divorce settlement agreement with his ex-spouse (the Settlement Agreement") pursuant to a "domestic relations order" as defined in Section 16(a)(12) of the Securities Exchange Act of 1934, as amended. On April 1, 2025, the Reporting Person transferred 1,689 shares of Vaxcyte, Inc. Common Stock to his ex-spouse pursuant to the Settlement Agreement. Accordingly, the Reporting Person will not report beneficial ownership of or dispositions of the disposed shares in future Section 16(a) filings.

3. Includes 329 shares acquired under the Issuer's Employee Stock Purchase Plan on May 16, 2025.

Remarks:

	Jim Wassil, by /s/ Peter N. Efremenko, Attorney-In-Fact	09/04/2025
	** 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 PCVX insider Jim Wassil report on Form 4?

The Form 4 reports three dispositions on 09/02/2025 where 1,270, 1,587 and 1,429 shares were surrendered to cover tax withholding; it also discloses a prior transfer of 1,689 shares under a divorce settlement.

Were the 09/02/2025 transactions sales or tax-withholding surrenders?

The filing explicitly states the shares were surrendered to the issuer to cover applicable tax withholding obligations realized upon RSU vesting.

How many shares does Jim Wassil report owning after the transactions?

The Form lists resulting beneficial ownership amounts of 149,286, 147,699 and 146,270 shares following the respective reported transactions.

Does the Form 4 disclose any transactions from earlier in 2025?

Yes. It discloses a transfer of 1,689 shares to an ex-spouse on April 1, 2025, pursuant to a domestic relations order, and notes 329 shares acquired under the Employee Stock Purchase Plan on May 16, 2025.

When was the Form 4 signed and filed?

The signature block shows the Form was signed by the reporting person via attorney-in-fact and dated 09/04/2025.