Visteon (VC) legal chief logs RSU vesting and tax-withholding share dispositions

Rhea-AI Filing Summary

Visteon Corp SVP & Chief Legal Officer Brett Pynnonen reported routine equity compensation activity. Several grants of Restricted Stock Units vested on March 15, 2026 and were automatically converted into shares of common stock, with no cash paid. To cover income tax withholding on these vestings and related dividend equivalents, the company withheld a total of 1,347 common shares through multiple F-code tax-withholding dispositions, including 6 shares on March 16, 2026. Following these transactions, Pynnonen directly owns 13,503 shares of Visteon common stock.

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^*

PYNNONEN BRETT D

(Last) (First) (Middle)

VISTEON CORPORATION

ONE VILLAGE CENTER DRIVE

(Street)

VAN BUREN TOWNSHIP MI 48111

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
VISTEON CORP [ VC ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP & Chief Legal Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/15/2026

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	03/15/2026(1)		M		581	A	(1)	12,348	D
Common Stock	03/15/2026(2)		F		253	D	$89.09	12,095	D
Common Stock	03/15/2026(1)		M		875	A	(1)	12,970	D
Common Stock	03/15/2026(2)		F		381	D	$89.09	12,589	D
Common Stock	03/15/2026(1)		M		1,627	A	(1)	14,216	D
Common Stock	03/15/2026(2)		F		707	D	$89.09	13,509	D
Common Stock	03/16/2026(3)		F		6	D	$90.06	13,503	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	(1)	03/15/2026		M			581	(4)	03/15/2026	Common Stock	581	(1)	0	D
Restricted Stock Units	(1)	03/15/2026		M			875	(4)	03/15/2027	Common Stock	875	(1)	870	D
Restricted Stock Units	(1)	03/15/2026		M			1,627	(4)	03/15/2028	Common Stock	1,627	(1)	3,230	D

Explanation of Responses:

1. Each Restricted Stock Unit, which is the economic equivalent of one share of Visteon common stock, automatically vested on March 15, 2026 and was converted and paid to me in common stock without any election or action on my part. The value of each share was based on the fair market value of Visteon common stock as of March 13, 2026, the next preceding trading day, and 22 of the shares reflect dividend equivalents paid in additional shares pursuant to the terms of the Visteon Corporation 2020 Incentive Plan.

2. These shares were withheld by Visteon to satisfy income tax withholding obligations arising in connection with the vesting of certain Restricted Stock Units. The value of each share was based on the fair market value of Visteon common stock as of March 13, 2026. the next preceding trading day.

3. The shares were withheld by Visteon to satisfy income tax withholding obligations arising in connection with the receipt of dividend equivalents pursuant to the terms of the Visteon Corporation 2020 Incentive Plan. The value of each share was based on the fair market value of Visteon common stock as of March 16, 2026.

4. Restricted Stock Units vest to the extent of 33% of the units granted on the following March 15th of each year after the date of grant. Each Restricted Stock Unit will be converted and distributed to me, without payment, in stock upon vesting and based upon the then current market value of a share of Visteon common stock, subject to tax withholding.

Remarks:

	/s/Heidi A. Sepanik, Corporate Secretary, Visteon Corporation on behalf of Brett D. Pynnonen	03/17/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transactions did Visteon (VC) report for Brett Pynnonen?

Visteon reported that Brett Pynnonen had several Restricted Stock Unit awards vest and convert into common stock on March 15, 2026, plus related tax-withholding share dispositions. These are routine compensation and tax events rather than open-market stock purchases or sales.

Did the Visteon (VC) insider sell shares in the open market in this Form 4?

No open-market sales were reported. The Form 4 shows F-code transactions where shares were withheld by Visteon solely to satisfy income tax obligations from RSU vesting and dividend equivalents, as described in the footnotes, not discretionary sales into the market.

How many Visteon (VC) shares does Brett Pynnonen hold after these transactions?

After the RSU vesting, conversions, and tax-withholding dispositions, Brett Pynnonen directly holds 13,503 shares of Visteon common stock. This share count is reported in the post-transaction ownership fields for his non-derivative holdings in the Form 4 data.

What do the M-code transactions mean in this Visteon (VC) Form 4 filing?

The M-code transactions reflect exercises or conversions of Restricted Stock Units into common stock. In this filing, several RSU tranches converted automatically upon vesting on March 15, 2026, delivering common shares to the insider without any cash exercise price.

Why were some Visteon (VC) shares withheld from Brett Pynnonen in this Form 4?

Shares were withheld to satisfy income tax withholding obligations triggered by RSU vesting and dividend equivalents. Footnotes state Visteon withheld these shares and valued them at the fair market price of its common stock on the relevant preceding trading days.

Are dividend equivalents included in the Visteon (VC) insider’s share transactions?

Yes. A footnote explains that 22 of the common shares issued reflect dividend equivalents paid as additional shares under the Visteon Corporation 2020 Incentive Plan, in connection with the vesting of the Restricted Stock Units reported in this Form 4.