Vivid Seats Inc.'s SEC filings document the public-company reporting of an online ticket marketplace, including earnings releases furnished on Form 8-K, annual-meeting proxy materials and governance disclosures. The filings describe operating metrics such as Marketplace gross order value, results of operations, guidance and non-GAAP measures used in management reporting.
The record also covers capital-structure and transaction matters, including Class A common stock, warrants to purchase Class A common stock, credit-facility disclosures, and the completed corporate simplification that terminated the Tax Receivable Agreement and related LLC agreement. Proxy and 8-K filings address board independence, executive appointments, equity compensation, shareholder voting matters and Nasdaq listing-rule compliance.
Vivid Seats Inc. files its annual report describing an online marketplace that connects fans with ticket sellers across concerts, sports, and theater through its Marketplace and Resale segments, Skybox seller tools, and brands including Vegas.com and Wavedash.
The company reports non-cash goodwill and trademark impairments of $320.4 million in the second quarter of 2025 and $402.6 million in the fourth quarter of 2025. As of December 31, 2025, goodwill was $283.9 million, or 44.6% of total assets, and trademarks were $48.1 million, or 7.6% of total assets.
Key risks center on live event supply and demand, competition from major ticketing platforms, regulation of secondary ticket sales, privacy and AI-related data rules, and cybersecurity. As of December 31, 2025, the company had 565 employees, and as of February 28, 2026, it had 10,765,756 Class A shares outstanding.
Vivid Seats Inc. reported sharply weaker results for Q4 and full year 2025 and issued guidance for 2026. Q4 Marketplace gross order value was $580.6 million, down from $994.4 million, with revenues of $126.8 million versus $199.8 million and adjusted EBITDA of $0.8 million versus $34.2 million.
For 2025, Marketplace GOV fell to $2.70 billion from $3.89 billion, revenues declined to $570.8 million from $775.6 million, and net results swung to a $721.5 million net loss from $14.3 million of net income, driven largely by $723.0 million of non‑cash impairment charges. Adjusted EBITDA dropped to $41.8 million from $151.4 million, and operating cash flow moved to a $91.6 million use of cash from $53.9 million provided.
For 2026, the company guides Marketplace GOV to $2.2–$2.6 billion and adjusted EBITDA to $30–$40 million, and for Q1 2026 expects Marketplace GOV of $570–$620 million, adjusted EBITDA of $8–$10 million, and a cash balance of $125–$135 million. The board also determined a majority of directors are independent, restoring compliance with Nasdaq’s independence requirements.
Vivid Seats Inc.'s Chief Executive Officer, Lawrence Fey, reported an exercise of equity awards that increased his direct holdings of Class A common stock. On February 12, 2026, 1,854 Restricted Stock Units were converted into 1,854 shares of Class A common stock at an exercise price of $0 per share.
Following this derivative conversion, Fey directly owned 74,091 shares of Class A common stock and 9,272 Restricted Stock Units. The RSUs represent rights to receive Class A shares, with one-third having vested on May 12, 2025 and the remaining units vesting quarterly until fully vested on May 12, 2027.
Arnett Austin reported multiple insider transaction types in a Form 4 filing for SEAT. The filing lists transactions totaling 72 shares at a weighted average price of $6.83 per share. Following the reported transactions, holdings were 487 shares.
Vivid Seats Inc. chief technology officer Stefano Langenbacher reported equity award activity in company stock. On February 12, 2026, he exercised 592 Restricted Stock Units, converting them into the same number of Class A common shares at an exercise price of $0 per share. To cover tax obligations related to this vesting, 252 Class A shares were withheld and disposed of at $6.81 per share, leaving him with 9,050 Class A shares held directly. Following the transaction, he also directly held 4,146 Restricted Stock Units, which represent rights to receive the same number of Class A shares as they vest. According to the award terms, one‑third of these RSUs vested on November 12, 2025, and the remainder will vest in equal quarterly installments until fully vested on November 12, 2027.
Emeth Value Capital, LLC has filed a Schedule 13G reporting a passive ownership stake in Vivid Seats Inc. common stock. The firm reports beneficial ownership of 556,918 shares, representing 5.1% of the outstanding common stock as of the event date.
Emeth reports no sole or shared voting power over these shares, but has sole dispositive power over all 556,918 shares, meaning it controls decisions to sell or otherwise dispose of them. The filing is certified as being for ordinary course investment purposes, not to change or influence control of Vivid Seats.
Vivid Seats Inc. Chief Financial Officer Thomas Joseph D. Jr. filed an initial Form 3 insider ownership report. The filing states that he currently has no securities beneficially owned in Vivid Seats, and there are no non-derivative or derivative holdings listed.
Vivid Seats Inc. appointed Joseph Thomas as its new Chief Financial Officer, effective January 14, 2026, with his employment beginning January 19, 2026. He replaces interim CFO Edward Pickus, who will continue as Chief Accounting Officer, providing continuity in the finance function.
Thomas brings experience as CFO of Reliable Parts and a background in private equity and investment banking. Under his employment agreement, he will receive a $350,000 annual base salary, a target bonus equal to 50% of salary, and annual equity awards beginning in 2027 as determined by the board. He is also granted a one-time equity award of 152,905 restricted stock units, vesting quarterly and fully vesting by December 11, 2027, conditioned on continued employment.
Vivid Seats Inc. reported insider equity activity by its general counsel. On December 11, 2025, 67 shares of Class A common stock were acquired at $0 upon settlement of restricted stock units, increasing direct holdings to 491 shares.
On December 12, 22 Class A shares were sold at $7.56 pursuant to a mandatory “sell to cover” provision, leaving 469 shares held directly. The transactions are tied to RSU awards: 339 RSUs remain from a prior grant that vests quarterly until March 11, 2027, and a new grant of 26,758 RSUs at $0 will vest in equal quarterly installments beginning March 11, 2026 and be fully vested on December 11, 2027. Each RSU represents one Class A share and does not have an expiration date.
Vivid Seats Inc. executive Stefano Langenbacher, the Chief Technology Officer, reported routine equity compensation activity. On December 11, 2025, 1,817 shares of Class A common stock were acquired through the vesting and settlement of restricted stock units (RSUs), and 804 shares were disposed of at $7.57 per share, leaving him with 8,710 Class A shares held directly.
In connection with these awards, he now holds 9,085 RSUs from an earlier grant, one-third of which vested on March 11, 2025 with the remainder vesting quarterly until March 11, 2027. He also received a new grant of 305,810 RSUs on December 15, 2025, which will vest in equal quarterly installments beginning March 11, 2026 and be fully vested by December 11, 2027. Each RSU represents a right to receive one share of Class A common stock.