StubHub (STUB) officer reports tax-share withholding, retains 110,425 shares

Rhea-AI Filing Summary

StubHub Holdings, Inc. principal accounting officer Scott M. Fitzgerald reported a routine insider transaction involving Class A common stock. On 12/16/2025, 1,183 shares were withheld by the company at a price of $13.27 per share to satisfy his tax withholding obligations in connection with equity compensation, which the filing clarifies was not a market sale. After this withholding, he beneficially owned 110,425 shares of StubHub Class A common stock in direct ownership.

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

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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 NY 10007

(City) (State) (Zip)

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

3. Date of Earliest Transaction (Month/Day/Year)
12/16/2025

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
Class A Common Stock	12/16/2025		F		1,183(1)	D	$13.27	110,425	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/ Elizabeth Lynch, as Attorney-in-Fact for Scott M. Fitzgerald	12/18/2025
	** 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).
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FAQ

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

The principal accounting officer, Scott M. Fitzgerald, reported that 1,183 shares of StubHub Class A common stock were withheld on 12/16/2025 to cover tax withholding obligations related to equity compensation.

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

No. The filing explains that the 1,183 shares were withheld by the company to satisfy tax withholding obligations and specifically notes this was not a market sale.

What price per share was used for the StubHub (STUB) tax withholding?

The 1,183 StubHub Class A common shares withheld to cover taxes were valued at $13.27 per share in the reported transaction.

How many StubHub (STUB) shares does the reporting insider own after the transaction?

After the tax withholding transaction, Scott M. Fitzgerald beneficially owned 110,425 shares of StubHub Class A common stock in direct ownership.

What is the role of the reporting person in StubHub (STUB)?

The reporting person, Scott M. Fitzgerald, is an officer of StubHub Holdings, Inc., serving as the principal accounting officer according to the Form 4.

Is this StubHub (STUB) Form 4 filed for one or multiple reporting persons?

The Form 4 is filed by one reporting person, as indicated by the selection of the line for a single filer.