Virgin Galactic insider files: 524 RSUs vest, 3,147 unvested remain

Rhea-AI Filing Summary

Aparna Chitale, CPO & EVP, Customer Operations of Virgin Galactic Holdings, Inc. (SPCE), reported multiple transactions on 10/07/2025 tied to the scheduled vesting of restricted stock units (RSUs). A total of 524 RSUs converted into common stock and are reported as acquired at a $0 conversion price, increasing the direct common shares from the vested award to a post-transaction holding of 9,274 shares in one line. To satisfy tax-withholding on RSU vesting, the issuer withheld 283 and 153 shares respectively at a withholding price of $4.08, reducing reported holdings to 8,991 and 8,838 shares on separate lines.

The filing clarifies that the RSUs were granted on 03/16/2023, vest 25% on 03/16/2024, and the remaining 75% vest in 12 quarterly installments beginning 06/16/2024. The RSUs convert one-for-one into common stock and may be settled in shares or cash at the issuer's discretion. After these transactions, 524 shares underlying vested RSUs are reported as derivative securities, leaving 3,147 unvested RSUs from the 2023 grant.

Positive

• Scheduled vesting occurred as planned for RSUs granted on 03/16/2023, demonstrating predictable compensation governance.
• Tax withholding was executed through share-withholding (283 and 153 shares), avoiding a cash outlay by the reporting person.

Negative

• Outstanding unvested RSUs remain (3,147), which will dilute existing shareholders as they vest quarterly.
• Issuer may settle future vested RSUs in cash, which could affect future cash resources if chosen instead of share settlement.

Insights

Compensation Analyst

Routine RSU vesting with withholding; tax-cover shares reduced net share count.

The transactions reflect scheduled equity compensation mechanics: 524 RSUs vested and converted into common stock at a $0 conversion price while the company withheld 436 shares in total (283 and 153) to satisfy tax obligations at $4.08 per share. This is a standard practice that preserves net cash for the reporting person and records the tax settlement on the issuer's books.

Key dependencies and risks are limited and administrative: future dilution depends on remaining unvested awards (3,147 RSUs) and whether the issuer elects cash settlement. Investors should note the continuing quarterly vesting schedule through the remaining 12 installments starting 06/16/2024, which will modestly increase share count as vesting occurs.

Equity Securities Specialist

Reported changes are small in absolute shares but important for insider ownership tracking.

The post-transaction beneficial ownership lines show 9,274, 8,991, and 8,838 shares across reporting lines, reflecting the timing and mechanics of conversion and withholding. The derivative table records 524 underlying shares converted and 3,147 remaining unvested RSUs from the 2023 grant.

Material impact on overall capital structure is minimal given these absolute amounts, but ongoing quarterly vesting will cause predictable, small increases in share float until the RSUs fully vest. Monitor the issuer's settlement choice (shares vs cash) for any near-term cash flow implications.

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
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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^*

Chitale Aparna

(Last) (First) (Middle)

1700 FLIGHT WAY

(Street)

TUSTIN CA 92782

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Virgin Galactic Holdings, Inc [ SPCE ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CPO & EVP, Customer Operations

3. Date of Earliest Transaction (Month/Day/Year)
10/07/2025

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	10/07/2025		M		524	A	$0	9,274	D
Common Stock	10/07/2025		F		283(1)	D	$4.08	8,991	D
Common Stock	10/07/2025		F		153(2)	D	$4.08	8,838	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	(3)	10/07/2025		M			524	(4)	(4)	Common Stock	524	$0	3,147(5)	D

Explanation of Responses:

1. Represents the number of shares of common stock withheld by the Issuer to cover the Reporting Person's tax withholding obligation upon the quarterly vesting of restricted stock units granted on March 16, 2023.

2. Represents the number of shares of common stock withheld by the Issuer to cover the Reporting Person's tax withholding obligation upon the quarterly vesting of restricted stock units granted on March 16, 2022.

3. Restricted stock units convert into common stock on a one-for-one basis.

4. Represents an award of restricted stock units (the "RSUs") granted on March 16, 2023, which vested with respect to 25% of the RSUs on March 16, 2024, and the remaining 75% of the RSUs will vest in 12 quarterly installments thereafter, beginning June 16, 2024, subject to the Reporting Person's continued service through the applicable vesting date. The RSUs may be settled in shares of the Issuer's common stock or, in the Issuer's discretion, cash, upon vesting.

5. Represents only the unvested portion of the RSUs granted on March 16, 2023, and does not include restricted stock units with different vesting terms.

Remarks:

	/s/ Sarah Kim, Attorney-in-Fact for Aparna Chitale	10/08/2025
	** 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 transactions did Aparna Chitale report on Form 4 for SPCE?

The filing shows 524 RSUs converted into common stock on 10/07/2025 and share withholding of 283 and 153 shares to cover tax withholding at $4.08 per share.

How many unvested RSUs remain for the 2023 grant?

There are 3,147 unvested RSUs remaining from the award granted on 03/16/2023.

What is the vesting schedule for the RSUs granted on March 16, 2023?

The RSUs vested 25% on 03/16/2024 with the remaining 75% scheduled to vest in 12 quarterly installments beginning 06/16/2024.

Were the vested RSUs settled in shares or cash?

The filing states RSUs may be settled in shares or cash at the issuer's discretion; the reported transactions show conversion into common stock and share-withholding for taxes.

What was the price used for tax withholding?

The withholding price reported for the tax-share transactions was $4.08 per share.