VRT Form 4: Shen Wei Reports DSU Accrual on RSUs, Ownership Rises

Rhea-AI Filing Summary

Shen Wei, President, Greater China at Vertiv Holdings Co (VRT), reported a change in beneficial ownership dated 09/25/2025. The Form 4 shows an automatic accrual of dividend-equivalent stock units (DSUs) on the reporting person's restricted stock units (RSUs); these DSUs vest on the same schedule as the underlying RSUs and fractional shares will be settled in cash under the 2020 Stock Incentive Plan. The filing reports an acquisition entry tied to Class A common stock showing 1.15 (per the form) and reports 4,247.15 shares/units beneficially owned following the transaction, with the filing signed by an attorney-in-fact on 09/26/2025.

Positive

• DSUs accrued on RSUs, which increases reported beneficial ownership without a cash outlay
• Vesting of DSUs follows existing RSU schedule, indicating no immediate change to vesting terms

Negative

• None.

Insights

Financial Analyst

TL;DR: Insider received dividend-equivalent units that increase reported beneficial ownership; no cash purchase or sale disclosed.

The Form 4 documents an automatic accrual of DSUs tied to existing RSUs for an executive, which increases reported beneficial ownership without an open-market transaction. The reported price is $0 for the listed accrual, consistent with dividend-equivalent treatment rather than a purchase. The post-transaction beneficial ownership figure of 4,247.15 (shares/units) aggregates shares, RSUs and DSUs per the filing. For investors, this is an internal compensation accounting event rather than a market buy or sell.

Corporate Governance Expert

TL;DR: Compensation-related accrual recorded; vesting follows existing RSU schedule—routine governance disclosure.

This disclosure reflects the ordinary administration of the company’s 2020 Stock Incentive Plan: dividend-equivalent units automatically accruing on outstanding RSUs and subject to the same vesting schedule. The filing includes the required explanation that fractional shares will be settled in cash. The filing was executed by an attorney-in-fact, which is a common administrative practice. No indication of atypical compensation acceleration or special grants appears in the document.

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).

1. Name and Address of Reporting Person^*

Shen Wei

(Last) (First) (Middle)

C/O VERTIV HOLDINGS CO

505 N. CLEVELAND AVE

(Street)

WESTERVILLE OH 43082

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Vertiv Holdings Co [ VRT ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President, Greater China

3. Date of Earliest Transaction (Month/Day/Year)
09/25/2025

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	09/25/2025		A		1.15(1)	A	$0	4,247.15(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

Explanation of Responses:

1. Represents the automatic accrual of dividend-equivalent stock units ("DSUs") on the reporting person's restricted stock units ("RSUs"). The DSUs will become vested on the same schedule as the underlying RSUs. Pursuant to the terms of the 2020 Stock Incentive Plan, fractional shares will be settled in cash.

2. Includes shares, RSUs and DSUs.

Remarks:

	/s/ Robert M. Wolfe, as attorney-in-fact	09/26/2025
	** 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

What transaction did Shen Wei report on Form 4 for VRT?

The form reports an automatic accrual of dividend-equivalent stock units (DSUs) on existing RSUs dated 09/25/2025; no market purchase or sale is shown.

How many shares or units does Shen Wei beneficially own after the transaction?

The filing states 4,247.15 shares/units are beneficially owned following the reported transaction, which includes shares, RSUs and DSUs.

Did Shen Wei pay for the reported securities?

The transaction line shows a $0 price consistent with accrual of dividend-equivalent units rather than a cash purchase.

When do the DSUs vest?

The DSUs will vest on the same schedule as the underlying RSUs, per the filing.

Who signed the Form 4 and when was it filed?

The form was signed by Robert M. Wolfe, as attorney-in-fact on 09/26/2025 and indicates the earliest transaction date of 09/25/2025.