Vista Energy director exercises 6,000 RSUs

Vista Energy, S.A.B. de C.V. director Martellozo Gerard exercised equity awards and had shares withheld for taxes.

Accepted by SEC EDGAR 04/13/2026 - 05:22 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

Vista Energy, S.A.B. de C.V. director Martellozo Gerard exercised equity awards and had shares withheld for taxes. On April 9, 2026, he exercised 6,000 Restricted Stock Units, receiving the same number of Series A shares. To cover tax obligations, 1,500 Series A shares were disposed of at $65.08 per share through tax withholding, a non-market transaction. After these actions, he directly held 37,000 Series A shares, represented by 37,000 American Depositary Shares, with each ADS equal to one Series A share.

Insider Trade Summary

6,000 shares exercised/converted

Exercise 3 txns

Insider Martellozo Gerard

Role Director

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	6,000	$0.00	$0.00
Exercise	Series A Shares	6,000	$0.00	$0.00
Exercise Price or Tax Liability	Series A Shares	1,500	$65.08	$98K

Holdings After Transaction: Restricted Stock Units — 0 contracts (Direct); Series A Shares — 37,000 shares (Direct)

Holdings Before and After: Restricted Stock Units, 6,000 to 0 contracts (Direct); Series A Shares, 32,500 to 37,000 shares (Direct)

Footnotes (2)

1. F1. Each Restricted Stock Unit represents a contingent right to receive one series A share of the Company or the value thereof in cash.
2. F2. 37,000 series A shares represented by 37,000 American Depositary Shares ("ADSs"). Each ADS represents one series A share.

Key Figures

RSUs exercised: 6,000 units Shares received: 6,000 Series A shares Tax-withheld shares: 1,500 Series A shares +3 more

6 metrics

RSUs exercised 6,000 units Restricted Stock Units converted on April 9, 2026

Shares received 6,000 Series A shares Underlying shares from RSU exercise on April 9, 2026

Tax-withheld shares 1,500 Series A shares Shares disposed of to cover tax liability

Tax-withholding price $65.08 per share Value used for 1,500-share tax-withholding disposition

Shares held after transactions 37,000 Series A shares Direct holdings following April 9, 2026 transactions

ADS to share ratio 1 ADS = 1 Series A share 37,000 Series A shares represented by 37,000 ADSs

Key Terms

Restricted Stock Units, American Depositary Shares, tax-withholding disposition

3 terms

Restricted Stock Units financial

"Each Restricted Stock Unit represents a contingent right to receive one series A share"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

American Depositary Shares financial

"37,000 series A shares represented by 37,000 American Depositary Shares ("ADSs")."

American depositary shares (ADSs) are a way for investors in the United States to buy shares of foreign companies without dealing with international markets directly. They represent ownership in a foreign company's stock and are traded on U.S. stock exchanges, making it easier for American investors to buy, sell, and own parts of companies from around the world.

tax-withholding disposition financial

"Payment of exercise price or tax liability by delivering securities"

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Vista Energy (VIST) director Martellozo Gerard report?

Martellozo Gerard reported exercising 6,000 Restricted Stock Units into Series A shares and a related tax-withholding disposition of 1,500 shares. These actions are compensation-related, rather than open-market buying or selling, and adjust his equity position in Vista Energy.

How many Vista Energy (VIST) shares did Martellozo Gerard receive and retain after the Form 4?

He received 6,000 Series A shares from exercising Restricted Stock Units and had 1,500 shares withheld for taxes. Following these transactions, he directly held 37,000 Series A shares, which are represented by 37,000 American Depositary Shares.

Was there an open-market sale in the Vista Energy (VIST) Form 4 filing?

No open-market sale was reported. The only share disposition was a Form F tax-withholding transaction of 1,500 Series A shares at $65.08 per share, used to satisfy tax obligations associated with the equity award exercise.

What do the Restricted Stock Units in the Vista Energy (VIST) filing represent?

Each Restricted Stock Unit represents a contingent right to receive one Series A share of Vista Energy or its cash value. When vested and exercised, these units convert into ordinary equity, as shown by the 6,000 units exercised in this Form 4 filing.

How are Vista Energy (VIST) American Depositary Shares related to Series A shares?

The filing states that 37,000 Series A shares are represented by 37,000 American Depositary Shares, with each ADS corresponding to one Series A share. This 1:1 ratio links the U.S.-traded ADSs directly to the underlying local shares.

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

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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^*

Martellozo Gerard

(Last) (First) (Middle)

AVENIDA PASEO DE LA REFORMA 243, PISO 18

(Street)

CIUDAD DE MEXICO CUAUHTEMOC MEXICO 06500

(City) (State) (Zip)

MEXICO

(Country)

2. Issuer Name and Ticker or Trading Symbol
Vista Energy, S.A.B. de C.V. [ VIST ]

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

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

2a. Foreign Trading Symbol
[BMV: VISTA]

3. Date of Earliest Transaction (Month/Day/Year)
04/09/2026

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
Series A Shares	04/09/2026		M(1)		6,000	A	(1)	38,500	D
Series A Shares	04/09/2026		F		1,500	D	$65.08	37,000(2)	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)	04/09/2026		M			6,000	04/09/2026	(1)	Series A Shares / ADSs	6,000	$0	0	D

Explanation of Responses:

1. Each Restricted Stock Unit represents a contingent right to receive one series A share of the Company or the value thereof in cash.

2. 37,000 series A shares represented by 37,000 American Depositary Shares ("ADSs"). Each ADS represents one series A share.

	/s/ Gerard Martellozo	04/13/2026
	** 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)