StubHub (STUB) accounting officer uses 9,534 shares for tax withholding

Rhea-AI Filing Summary

StubHub Holdings, Inc. Principal Accounting Officer Scott Michael Fitzgerald reported a routine tax-related share disposition. On Class A Common Stock, 9,534 shares were withheld by the company at a value of $9.80 per share to cover his tax withholding obligations, as noted in the footnote stating this was not a market sale. After this withholding, he directly holds 218,506 shares, so the filing reflects compensation-related tax settlement rather than an open-market trade.

Insights

Insider trading and governance analyst

Routine tax withholding; no open-market trading signal.

The reporting officer, StubHub’s Principal Accounting Officer, had 9,534 shares of Class A Common Stock withheld by the company at $9.80 per share to satisfy tax obligations. The code F and the footnote clarify this is not a market sale.

Because the shares were surrendered to cover taxes on equity compensation, this transaction offers little insight into the officer’s view of StubHub’s prospects. He retains 218,506 shares directly after the event, indicating a substantial continuing equity stake.

With no derivative positions listed in the derivative summary and no 10b5-1 trading plan mentioned in the footnotes, the key takeaway is simply the mechanistic tax settlement, a common feature of stock-based compensation programs.

Insider Trade Summary

Net Seller: 9,534 shares

Net Sell 1 txn

Insider Fitzgerald Scott Michael

Role Principal Accounting Officer

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Class A Common Stock	9,534	$9.80	$93K

Holdings After Transaction: Class A Common Stock — 218,506 shares (Direct)

Footnotes (1)

1. F1. These shares were withheld by the Company to satisfy the reporting person's tax withholding obligations. Not a market sale.

Key Figures

Shares withheld for taxes: 9,534 shares Withholding reference price: $9.80 per share Shares held after transaction: 218,506 shares +1 more

4 metrics

Shares withheld for taxes 9,534 shares Class A Common Stock withheld to satisfy tax obligations

Withholding reference price $9.80 per share Value used for the 9,534 withheld shares

Shares held after transaction 218,506 shares Direct Class A Common Stock ownership post-transaction

Tax-withholding transactions 1 transaction, 9,534 shares Aggregate F-code tax withholding reported in summary

Key Terms

Class A Common Stock, tax withholding obligations, Principal Accounting Officer, Form 4

4 terms

Class A Common Stock financial

"On Class A Common Stock, 9,534 shares were withheld by the company"

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.

tax withholding obligations financial

"withheld by the Company to satisfy the reporting person's tax withholding obligations"

Principal Accounting Officer financial

"StubHub’s Principal Accounting Officer Scott Michael Fitzgerald reported a routine tax-related share disposition"

The Principal Accounting Officer is the person responsible for making sure a company's financial records are accurate and follow the rules. They play a key role in preparing financial reports that show how well the company is doing. This helps investors, managers, and regulators trust the company's financial information.

Form 4 regulatory

"StubHub reported its Principal Accounting Officer had 9,534 Class A shares withheld at $9.80 per share in this Form 4"

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 06/04/2026 - 06:10 PM Accepted by SEC EDGAR 06/04/2026 - 06:00 PM Learn about SEC filing dates

FAQ

What insider transaction did StubHub (STUB) report in this Form 4?

StubHub reported its Principal Accounting Officer had 9,534 Class A shares withheld at $9.80 per share. The company used these shares to satisfy his tax withholding obligations related to equity compensation, rather than executing an open-market sale.

Was the StubHub (STUB) insider transaction a market sale of shares?

No, the filing states the 9,534 shares were withheld by the company to satisfy the officer’s tax withholding obligations. A footnote explicitly clarifies this was not a market sale, but an administrative tax-settlement transaction tied to compensation.

How many StubHub (STUB) shares does the officer hold after this Form 4?

After the tax-withholding disposition, the Principal Accounting Officer directly holds 218,506 shares of StubHub Class A Common Stock. This figure, disclosed in the filing, shows his remaining equity position following the 9,534-share withholding for tax obligations.

What does transaction code F mean in the StubHub (STUB) Form 4?

Transaction code F indicates shares were used to pay an exercise price or tax liability. In this case, 9,534 StubHub Class A shares were withheld by the company to satisfy the officer’s tax withholding obligations, rather than being sold in the open market.

Does the StubHub (STUB) Form 4 indicate any option exercises or derivative trades?

No derivative transactions are listed; the derivative summary is empty and exerciseCount is zero. The only reported activity is the F-code tax-withholding disposition of 9,534 common shares, making this a straightforward tax settlement rather than an options exercise event.

Is the StubHub (STUB) insider transaction likely to be a strong market signal?

This transaction is a weak signal because it reflects tax withholding, not an investment decision. Shares were withheld by the company at $9.80 to pay the officer’s tax obligations, a routine administrative step common in stock-based compensation programs.

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^*

Fitzgerald Scott Michael

(Last) (First) (Middle)

C/O STUBHUB HOLDINGS, INC.

175 GREENWICH STREET, 59TH FLOOR

(Street)

NEW YORK NEW YORK 10007

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
StubHub Holdings, Inc. [ STUB ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/02/2026

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	06/02/2026		F		9,534(1)	D	$9.8	218,506	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

Explanation of Responses:

1. These shares were withheld by the Company to satisfy the reporting person's tax withholding obligations. Not a market sale.

	/s/ Mark Streams, as Attorney-in-Fact for Scott M. Fitzgerald	06/04/2026
	** 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)