Vivid Seats (SEAT) CEO exercises 1,854 RSUs, holds 187,282 shares

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Vivid Seats Inc. Chief Executive Officer Lawrence Fey exercised restricted stock units to acquire additional Class A common shares. On May 12, 2026, he converted 1,854 RSUs into Class A Common Stock at a stated price of $0.00 per share, a standard accounting value for equity awards.

Following this transaction, Fey directly holds 187,282 shares of Class A Common Stock and 7,418 Restricted Stock Units. Each RSU represents a contingent right to receive one share of Class A common stock. According to the vesting schedule, one-third of the RSUs vested on May 12, 2025, with the remaining units vesting quarterly until fully vested on May 12, 2027, and they do not have an expiration date.

Insider Trade Summary

1,854 shares exercised/converted

Mixed 2 txns

Insider Fey Lawrence

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	1,854	$0.00	--
Exercise	Class A Common Stock	1,854	$0.00	--

Holdings After Transaction: Restricted Stock Units — 7,418 shares (Direct, null); Class A Common Stock — 187,282 shares (Direct, null)

Footnotes (1)

Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of Class A common stock. One-third of the RSUs vested on May 12, 2025. The remainder of the RSUs vest in equal quarterly installments such that they will be fully vested on May 12, 2027. The RSUs do not have an expiration date.

Key Figures

RSUs exercised: 1,854 units Exercise price per share: $0.00 per share Shares held after transaction: 187,282 shares +3 more

6 metrics

RSUs exercised 1,854 units Converted to Class A Common Stock on May 12, 2026

Exercise price per share $0.00 per share Stated for RSU conversion on May 12, 2026

Shares held after transaction 187,282 shares Class A Common Stock directly owned after May 12, 2026

RSUs remaining after transaction 7,418 units Restricted Stock Units balance after May 12, 2026

Initial RSU vesting date May 12, 2025 One-third of RSUs vested on this date

Final RSU vesting date May 12, 2027 RSUs fully vested by this date in quarterly installments

Key Terms

Restricted Stock Unit ("RSU"), derivative security, Class A Common Stock

3 terms

Restricted Stock Unit ("RSU") financial

"Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of Class A common stock."

derivative security financial

"transaction_code_description: Exercise or conversion of derivative security"

A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.

Class A Common Stock financial

"Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of Class A common stock."

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

Form 4 Insider Transactions: What Each Field Means →

05/14/2026 - 04:15 PM

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^*

Fey Lawrence

(Last)

(First)

(Middle)

C/O VIVID SEATS INC.

24 E. WASHINGTON ST., STE. 900

(Street)

CHICAGO

ILLINOIS

60602

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Vivid Seats Inc. [ SEAT ]

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/12/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	05/12/2026		M		1,854	A	⁽¹⁾	187,282	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	⁽¹⁾	05/12/2026		M			1,854	⁽²⁾	⁽²⁾	Class A Common Stock	1,854	$0	7,418	D

Explanation of Responses:

1. Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of Class A common stock.

2. One-third of the RSUs vested on May 12, 2025. The remainder of the RSUs vest in equal quarterly installments such that they will be fully vested on May 12, 2027. The RSUs do not have an expiration date.

	/s/ Lawrence Fey	05/14/2026
	** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Vivid Seats (SEAT) report for CEO Lawrence Fey?

Vivid Seats reported that CEO Lawrence Fey exercised 1,854 Restricted Stock Units into Class A Common Stock. This non-cash equity award conversion increased his direct share ownership while reducing his RSU balance, reflecting routine compensation-related activity rather than an open-market stock purchase or sale.

How many Vivid Seats (SEAT) shares does CEO Lawrence Fey hold after this Form 4?

After the reported transaction, CEO Lawrence Fey directly holds 187,282 shares of Vivid Seats Class A Common Stock. This figure comes from the post-transaction ownership line in the filing and reflects only his direct holdings, separate from his remaining unvested or unsettled restricted stock units.

How many Restricted Stock Units does the Vivid Seats (SEAT) CEO still have?

Following the May 12, 2026 transaction, Lawrence Fey holds 7,418 Restricted Stock Units. Each RSU represents a contingent right to receive one share of Class A common stock, subject to the vesting terms and schedule described in the Form 4 footnotes for this equity award.

What is the vesting schedule for Lawrence Fey’s Vivid Seats (SEAT) RSUs?

The RSUs vest over time: one-third vested on May 12, 2025, and the remainder vests in equal quarterly installments until fully vested on May 12, 2027. The filing also notes that these Restricted Stock Units do not have an expiration date under their current award terms.

Was the Vivid Seats (SEAT) CEO’s Form 4 transaction a stock sale or a purchase?

The Form 4 shows an exercise of Restricted Stock Units coded as an M transaction, meaning a derivative exercise or conversion. It was not an open-market purchase or sale; instead, RSUs were converted into Class A Common Stock as part of his equity compensation package.