Vaxcyte (PCVX) CFO uses 1,021 shares to cover RSU tax withholding

Rhea-AI Filing Summary

Vaxcyte, Inc. president and CFO Andrew Guggenhime reported a routine tax-withholding share disposition tied to RSU vesting. He surrendered 1,021 shares of common stock at $59.32 per share to cover tax obligations when restricted stock units vested, rather than selling shares in the open market.

After this transaction, he directly holds 104,395 common shares. An additional 61,850 shares are held indirectly through ALG 2025 GRAT HOLDINGS LLC, a grantor retained annuity trust entity for which he is annuitant and trustee. The filing states that no other locked-up shares were sold by him.

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^*

GUGGENHIME ANDREW

(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)
	PRESIDENT AND CFO

3. Date of Earliest Transaction (Month/Day/Year)
03/09/2026

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	03/09/2026		F		1,021(1)	D	$59.32	104,395	D
Common Stock								61,850	I	See Footnote(2)

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. No other shares of common stock subject to the restrictions on transfer set forth in a Lock-Up Agreement dated January 29, 2026 were sold by the Reporting Person.

2. Shares are held by ALG 2025 GRAT HOLDINGS LLC, of which 100% of the limited liability company interest is owned by a grantor retained annuity trust, of which the Reporting Person is the annuitant and the trustee.

Remarks:

	Andrew Guggenhime, by /s/ Peter N. Efremenko, Attorney-In-Fact	03/11/2026
	** 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.
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FAQ

What insider transaction did Vaxcyte (PCVX) report for Andrew Guggenhime?

Vaxcyte reported that president and CFO Andrew Guggenhime surrendered 1,021 common shares at $59.32 each to cover tax withholding on vested RSUs. This tax-withholding disposition is not an open-market sale and reflects routine administration of equity compensation.

Did the Vaxcyte (PCVX) CFO sell shares in the open market?

The filing states no other common shares subject to the lock-up were sold by the CFO. The 1,021 shares were surrendered to Vaxcyte solely to satisfy tax withholding obligations from RSU vesting, rather than being sold on the open market to third-party buyers.

How many Vaxcyte (PCVX) shares does the CFO hold after this Form 4?

After the reported tax-withholding transaction, Andrew Guggenhime holds 104,395 Vaxcyte common shares directly. The filing also notes 61,850 additional common shares held indirectly through ALG 2025 GRAT HOLDINGS LLC, a grantor retained annuity trust where he serves as annuitant and trustee.

What does the F transaction code mean in the Vaxcyte (PCVX) Form 4?

The F code indicates shares were used to pay an exercise price or tax liability. Here, 1,021 Vaxcyte shares were surrendered back to the company to cover tax withholding from RSU vesting, a standard non-market event distinct from a discretionary share sale.

What is ALG 2025 GRAT HOLDINGS LLC mentioned in the Vaxcyte (PCVX) filing?

ALG 2025 GRAT HOLDINGS LLC holds 61,850 Vaxcyte common shares indirectly for Andrew Guggenhime. The entity is owned by a grantor retained annuity trust in which he is both annuitant and trustee, providing a structured estate-planning vehicle for part of his equity position.