Thryv Insider Filing: CEO Joe Walsh Retains Large Stake After RSU Tax Withholding

Rhea-AI Filing Summary

Form 4 snapshot – Thryv Holdings (THRY): On 08/05/2025, Chairman & CEO Joe Walsh had 1,750 common shares withheld by the company at $13.36 each to cover payroll-tax obligations from the vesting of previously granted RSUs. No open-market sale or purchase occurred. Following the transaction, Walsh still owns 590,482 shares directly and 1,625,206 shares indirectly through a trust, preserving an aggregate stake of roughly 2.22 million shares. Because the disposition was for tax withholding (code “F”), the filing signals routine equity administration rather than a change in economic exposure or sentiment.

Insights

Securities Analyst

TL;DR: Routine tax-withholding; immaterial for valuation.

The 1,750-share disposition represents <0.1% of Walsh’s total holdings, executed via code F (tax). With >2 million shares still owned, alignment between management and shareholders remains intact. The lack of open-market activity or option exercise means the filing is administrative, offering no new insight into company fundamentals or near-term expectations. Market impact should be negligible.

Corporate Governance Specialist

TL;DR: Compliance event; governance posture unchanged.

The transaction satisfies withholding obligations linked to RSU vesting and does not reflect insider sentiment. Walsh continues to hold a substantial equity position, supporting incentive alignment. No 10b5-1 plan is cited, but the code F classification and small size mitigate governance concerns. Overall, the disclosure is routine and non-impactful.

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^*

Walsh Joe

(Last) (First) (Middle)

2200 WEST AIRFIELD DRIVE,

P.O. BOX 619810

(Street)

DFW AIRPORT TX 75261

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Thryv Holdings, Inc. [ THRY ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
08/05/2025

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 Shares	08/05/2025		F		793(1)	D	$13.36	591,439	D
Common Shares	08/05/2025		F		957(1)	D	$13.36	590,482	D
Common Shares								1,625,206	I	By trust

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. Represents shares of common stock withheld by the Issuer to satisfy tax withholding obligations of the Reporting Person in connection with the vesting of a portion of restricted stock units previously granted to the Reporting Person.

Remarks:

	/s/ Meredith Kennedy, attorney in fact	08/07/2025
	** 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.
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.

FAQ

How many THRY shares did CEO Joe Walsh dispose of on 08/05/2025?

Walsh had 1,750 shares withheld to cover taxes from RSU vesting.

Was the THRY transaction an open-market sale?

No. It was code F, indicating shares withheld by the issuer for tax obligations.

What price was used for the withholding of THRY shares?

The shares were valued at $13.36 each.

How many THRY shares does Joe Walsh own after the filing?

He holds 590,482 shares directly plus 1,625,206 shares indirectly via a trust.

Does the Form 4 mention a Rule 10b5-1 trading plan?

The filing does not indicate that the transaction was executed under a 10b5-1 plan.

Why were the shares disposed of?

They were withheld to satisfy tax withholding obligations upon RSU vesting.