Vivid Seats (NYSE: SEAT) director converts 6,579 RSUs into 11,410-share holding

Rhea-AI Filing Summary

Vivid Seats Inc. director David Donnini exercised restricted stock units into Class A common stock. He converted 6,579 RSUs into 6,579 shares of Class A common stock, reflecting a routine compensation-related equity settlement rather than an open-market trade. Following the transaction, he directly holds 11,410 Class A shares. The footnotes explain that each RSU represents one share and that the RSUs vested in full on June 3, 2026, aligning the exercise with their vesting date.

Insider Trade Summary

6,579 shares exercised/converted

Mixed 2 txns

Insider Donnini David

Role null

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	6,579	$0.00	--
Exercise	Class A Common Stock	6,579	$0.00	--

Holdings After Transaction: Restricted Stock Units — 0 shares (Direct, null); Class A Common Stock — 11,410 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 vested in full on June 3, 2026 (the earlier of (i) June 3, 2026 and (ii) one day prior to the Company's 2026 Annual Meeting of Stockholders). The RSUs do not have an expiration date.

Key Figures

RSUs exercised: 6,579 units Shares received: 6,579 shares Holdings after transaction: 11,410 shares +2 more

5 metrics

RSUs exercised 6,579 units Restricted Stock Units converted to Class A common stock

Shares received 6,579 shares Class A common stock from RSU conversion

Holdings after transaction 11,410 shares Class A common stock directly held post-transaction

Stated exercise price $0.00 per share Price per share for RSU conversion

RSU vesting date June 3, 2026 RSUs vested in full on this date per footnote

Key Terms

Restricted Stock Units, Class A Common Stock, derivative security

3 terms

Restricted Stock Units financial

"The RSUs vested in full on June 3, 2026"

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 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.

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.

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Form 4 Insider Transactions: What Each Field Means →

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^*

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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/03/2026

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)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	06/03/2026		M		6,579	A	(1)	11,410	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
Restricted Stock Units	(1)	06/03/2026		M			6,579	(2)	(2)	Class A Common Stock	6,579	$0	0	D

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 vested in full on June 3, 2026 (the earlier of (i) June 3, 2026 and (ii) one day prior to the Company's 2026 Annual Meeting of Stockholders). The RSUs do not have an expiration date.

	/s/ Lawrence Fey, Attorney-in-Fact	06/05/2026
	** 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)

FAQ

What did Vivid Seats (SEAT) director David Donnini report on this Form 4?

David Donnini reported the exercise of restricted stock units into Class A common stock. He converted 6,579 RSUs into 6,579 shares, increasing his direct holdings to 11,410 Class A shares, with no open-market purchase or sale disclosed in this filing.

How many Vivid Seats (SEAT) shares does David Donnini hold after this transaction?

After the RSU conversion, David Donnini directly holds 11,410 shares of Vivid Seats Class A common stock. This reflects his position following the settlement of 6,579 restricted stock units into an equivalent number of shares as reported in the Form 4.

Were any Vivid Seats (SEAT) shares bought or sold on the market in this Form 4?

No open-market buys or sells were reported. The Form 4 shows a derivative exercise: 6,579 restricted stock units were converted into 6,579 Class A shares at a stated price of $0.00 per share, indicating a compensation-related equity settlement rather than a market trade.

What are the terms of the Vivid Seats (SEAT) RSUs that vested for David Donnini?

Each RSU represents a right to receive one Vivid Seats Class A share. The footnotes state the RSUs vested in full on June 3, 2026, defined as the earlier of June 3, 2026 or one day before the company’s 2026 annual stockholder meeting.

Does David Donnini have any Vivid Seats (SEAT) RSUs remaining after this Form 4?

The Form 4 indicates that following the transaction, Donnini holds zero restricted stock units. He converted 6,579 RSUs into the same number of Class A common shares, and the derivative holdings table shows a remaining RSU balance of 0.0000 units afterward.