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  4. [Form 4] Vivid Seats Inc. Insider Trading Activity

Vivid Seats (SEAT) grants 19,488 RSUs to board director Donnini

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Donnini David reported acquisition or exercise transactions in this Form 4 filing.

Vivid Seats Inc. director David Donnini received a grant of 19,488 Restricted Stock Units, each representing a contingent right to one share of Class A common stock. The RSUs were awarded at no cost and vest in full on the earlier of June 9, 2027 or one day before the company’s 2027 annual stockholder meeting.

Positive

  • None.

Negative

  • None.
Insider Donnini David
Role null
Type Security Shares Price Value
Grant/Award Restricted Stock Units 19,488 $0.00 --
Holdings After Transaction: Restricted Stock Units — 19,488 shares (Direct, null)
Footnotes (1)
  1. Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of Class A common stock. The RSUs vest in full on the earlier of (i) June 9, 2027 and (ii) one day prior to the Company's 2027 Annual Meeting of Stockholders. The RSUs do not have an expiration date.
RSUs granted 19,488 units Restricted Stock Units awarded to director on June 9, 2026
Underlying shares 19,488 shares Class A common stock underlying granted RSUs
Transaction price $0.0000 per unit Grant price for Restricted Stock Units
Shares after grant 19,488 units Total RSUs held following the transaction
Vesting date June 9, 2027 Or one day prior to 2027 annual stockholder meeting
Restricted Stock Units financial
"Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
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.
Annual Meeting of Stockholders financial
"one day prior to the Company's 2027 Annual Meeting of Stockholders."
contingent right financial
"represents a contingent right to receive one share of Class A common stock."
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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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*
Donnini David
(Last)(First)(Middle)
C/O GTCR LLC
300 N. LASALLE ST., STE. 5600
(Street)
CHICAGO ILLINOIS 60654
(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)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/09/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(1)06/09/2026A19,488 (2) (2)Class A Common Stock19,488$019,488D
Explanation of Responses:
1. Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of Class A common stock.
2. The RSUs vest in full on the earlier of (i) June 9, 2027 and (ii) one day prior to the Company's 2027 Annual Meeting of Stockholders. The RSUs do not have an expiration date.
/s/ Lawrence Fey, Attorney-in-Fact06/11/2026
** Signature of Reporting PersonDate
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) disclose for David Donnini?

Vivid Seats disclosed that director David Donnini received a grant of 19,488 Restricted Stock Units. Each RSU represents a contingent right to one share of Class A common stock, awarded as equity-based compensation rather than an open-market purchase.

How many Restricted Stock Units were granted to the Vivid Seats director?

The director received 19,488 Restricted Stock Units. These RSUs correspond to 19,488 underlying shares of Class A common stock, providing potential future ownership once the vesting conditions are satisfied according to the specified schedule linked to 2027 dates.

When do David Donnini’s Vivid Seats RSUs vest?

The RSUs vest in full on the earlier of June 9, 2027 or one day before Vivid Seats’ 2027 Annual Meeting of Stockholders. This single vesting date means all 19,488 units could convert at once once that condition is met.

What does each Vivid Seats RSU granted to the director represent?

Each Restricted Stock Unit represents a contingent right to receive one share of Vivid Seats Class A common stock. The units themselves are not shares until vesting, when they may convert into actual equity if the vesting conditions are fulfilled.

Did the Vivid Seats director pay anything for the RSU grant?

No cash payment was required for this grant. The transaction price per unit is reported as 0.0000, indicating the 19,488 Restricted Stock Units were awarded as part of compensation rather than purchased in a cash transaction on the open market.