Veracyte (VCYT) CFO granted shares as PSUs vest, with tax shares withheld

Rhea-AI Filing Summary

Veracyte, Inc. Chief Financial Officer Rebecca Chambers reported equity compensation activity involving the company’s common stock. On February 26, 2026, she acquired 59,324 shares at no cost upon vesting of performance-based restricted stock units after the board certified achievement of performance goals. On the same date, 12,049 shares were withheld at a price of $38.75 per share to cover tax obligations related to this vesting, which the company notes does not represent a sale. Following these transactions, Chambers directly owned 156,771 shares of Veracyte 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^*

Chambers Rebecca

(Last) (First) (Middle)

6000 SHORELINE COURT

SUITE 300

(Street)

SOUTH SAN FRANCISCO CA 94080

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
VERACYTE, INC. [ VCYT ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/26/2026

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	02/26/2026		A(1)		59,324	A	$0	168,820	D
Common Stock	02/26/2026		F(2)		12,049	D	$38.75	156,771	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. Represents shares of common stock acquired by the Reporting Person upon vesting of certain performance based restricted stock units ("PSUs") on February 26, 2026, upon the certification by the Board of Directors of the Issuer of the achievement of the performance goals set forth therein. Of such PSUs, 23,411 PSUs vested on February 26, 2026, and the remaining 35,913 will vest on December 2, 2026, subject to the Reporting Person's continuous service to the Issuer through such date.

2. Represents shares of common stock withheld to satisfy the Reporting Person's tax withholding obligations in connection with the vesting of the PSUs and does not represent a sale.

Remarks:

	/s/ Jonathan Wygant as attorney-in-fact	03/02/2026
	** 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).
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FAQ

What insider transactions did Veracyte (VCYT) report for CFO Rebecca Chambers?

Veracyte reported that CFO Rebecca Chambers acquired 59,324 common shares through vesting of performance-based restricted stock units, and 12,049 shares were withheld to cover tax obligations. After these transactions, she directly owned 156,771 shares of Veracyte common stock.

How did Rebecca Chambers acquire 59,324 Veracyte (VCYT) shares on February 26, 2026?

She acquired 59,324 Veracyte common shares at no cost when certain performance-based restricted stock units vested on February 26, 2026, after the board certified achievement of the specified performance goals. This reflects previously granted equity awards reaching their performance and service conditions.

Why were 12,049 Veracyte (VCYT) shares disposed of in the Form 4 filing?

The 12,049 Veracyte shares were withheld at $38.75 per share to satisfy Rebecca Chambers’ tax withholding obligations arising from PSU vesting. The filing explicitly states this withholding does not represent a sale, but rather a tax-related disposition of shares back to the issuer.

What is Rebecca Chambers’ Veracyte (VCYT) share ownership after these Form 4 transactions?

After the February 26, 2026 equity award vesting and related tax withholding, Rebecca Chambers directly owned 156,771 shares of Veracyte common stock. This total reflects both the newly vested shares and the portion withheld to cover associated tax obligations.

What performance-based awards are involved in this Veracyte (VCYT) Form 4 filing?

The filing involves performance-based restricted stock units for Veracyte common stock. On February 26, 2026, 23,411 PSUs vested upon achievement of performance goals, and another 35,913 PSUs are scheduled to vest on December 2, 2026, subject to Rebecca Chambers’ continuous service.

When will additional Veracyte (VCYT) performance-based units vest for the CFO?

According to the filing, 35,913 additional performance-based restricted stock units are scheduled to vest on December 2, 2026. This vesting will occur only if Rebecca Chambers continues her service with Veracyte through that date, following earlier vesting on February 26, 2026.