[Form 4] Vertiv Holdings Co Insider Trading Activity

Rhea-AI Filing Summary

Vertiv Holdings Co (VRT) insider activity by Chief Procurement Officer Ryan Paul on 08/25-08/26/2025: The filing shows a mix of option exercises, open-market purchases and sales of Class A common stock and option grants/exercises. On 08/25/2025 Mr. Paul exercised 2,500 options at $9.98 and purchased 2,500 shares at $9.98, then sold 1,400 shares at an average price of $125.63, leaving 14,202.95 shares beneficially owned. Across 08/26/2025 he exercised multiple option tranches (totaling 24,918 options across various strike prices) and completed purchases at prices ranging $9.98–$72.09 and a sale of 22,218 shares in transactions with a weighted average sale price of $127.34. Post-transactions beneficial ownership figures vary by line item; reported holdings include both shares and vested/options that remain exercisable.

Positive

• Exercised vested options at strike prices as low as $9.98, demonstrating realization of long-term compensation.
• Full disclosure of sale price range and weighted average ($127.32–$127.51; $127.34) for the large block sale, enabling transparency.
• Vesting schedule details provided for multiple option tranches, clarifying future vested amounts.

Negative

• Large open-market sale of 22,218 shares occurred, which could be interpreted as significant insider selling pressure relative to reported purchases.
• Post-transaction beneficial ownership is spread across shares, RSUs and options, making immediate ownership stakes less straightforward to quantify from a single line.

Insights

Securities Analyst

TL;DR: Insider executed option exercises, bought shares at low strike-equivalent prices, and sold large blocks at ~$127 — mixed signal, routine compensation liquidity.

Ryan Paul exercised multiple vested stock options at strike prices as low as $9.98 and up to $72.09 and simultaneously engaged in open-market purchases and substantial sales on 08/25-08/26/2025. The sales included 22,218 shares executed in a series with a weighted average price of $127.34. This pattern is consistent with exercising compensation-related options and monetizing a portion of resultant shares; it does not itself disclose company operational changes.

Corporate Governance Expert

TL;DR: Transactions reflect executive liquidity and option vesting schedules rather than governance changes; disclosure appears complete.

The filing documents vesting schedules and confirms options were vested at time of exercise. Multiple option tranches and corresponding vest/expiration dates are disclosed and the report includes the footnote on sale price range and share counting (including RSUs/dividend-equivalents). From a governance and compliance perspective, the disclosure meets Section 16 reporting requirements and provides sufficient execution detail.

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
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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^*

Ryan Paul

(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)
	Chief Procurement Officer

3. Date of Earliest Transaction (Month/Day/Year)
08/25/2025

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	08/25/2025		M		2,500	A	$9.98	14,202.95	D
Class A Common Stock	08/25/2025		S		1,400	D	$125.63	12,802.95	D
Class A Common Stock	08/26/2025		M		4,445	A	$9.98	17,247.95	D
Class A Common Stock	08/26/2025		M		5,576	A	$14.49	22,823.95	D
Class A Common Stock	08/26/2025		M		6,437	A	$15.84	29,260.95	D
Class A Common Stock	08/26/2025		M		2,500	A	$24.87	31,760.95	D
Class A Common Stock	08/26/2025		M		3,260	A	$72.09	35,020.95	D
Class A Common Stock	08/26/2025		S		22,218	D	$127.34(1)	12,802.95(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
Stock Options	$9.98	08/25/2025		M			2,500	(3)	04/21/2030	Class A Common Stock	2,500	$0	4,445	D
Stock Options	$9.98	08/26/2025		M			4,445	(3)	04/21/2030	Class A Common Stock	4,445	$0	0	D
Stock Options	$14.49	08/26/2025		M			5,576	(4)	04/04/2032	Class A Common Stock	5,576	$0	1,859	D
Stock Options	$15.84	08/26/2025		M			6,437	(5)	03/07/2033	Class A Common Stock	6,437	$0	6,438	D
Stock Options	$24.87	08/26/2025		M			2,500	(6)	07/03/2033	Class A Common Stock	2,500	$0	21,309	D
Stock Options	$72.09	08/26/2025		M			3,260	(7)	03/07/2034	Class A Common Stock	3,260	$0	9,783	D

Explanation of Responses:

1. The trade was executed in a series of transactions with a price range of $127.32 to $127.51, inclusive, with a weighted average price of $127.34. The reporting person undertakes to provide to Vertiv Holdings Co, any security holder of Vertiv Holdings Co, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

2. Includes shares, restricted stock units and dividend-equivalent stock units.

3. The stock options were fully vested as of the date of the transactions reported herein.

4. 1,858 stock options vested on March 3, 2023, 1,859 stock options vested on each of March 3, 2024 and March 3, 2025, and 1,859 stock options are scheduled to vest on March 3, 2026.

5. 3,218 stock options vested on March 15, 2024, 3,219 stock options vested on March 15, 2025 and 3,219 stock options are scheduled to vest on each of March 15, 2026 and March 15, 2027.

6. 5,952 stock options vested on each of July 15, 2024 and July 15, 2025, 5,952 stock options are scheduled to vest on July 15, 2026 and 5,953 stock options are scheduled to vest on July 15, 2027.

7. 3,260 stock options vested on March 15, 2025 and 3,261 stock options will vest on each of March 15, 2026, March 15, 2027 and March 15, 2028.

	/s/ Robert M. Wolfe, as attorney-in-fact	08/26/2025
	** 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.
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FAQ

What transactions did Ryan Paul report on Form 4 for VRT?

He exercised multiple stock options, purchased Class A shares at prices between $9.98 and $72.09, and sold 22,218 shares in transactions with a weighted average sale price of $127.34 on 08/25-08/26/2025.

How many shares were sold and at what price in the reported VRT Form 4?

22,218 shares were sold in a series of transactions priced between $127.32 and $127.51 with a weighted average of $127.34.

Did the filing indicate option vesting for the reporting person at VRT?

Yes. The filing states certain option tranches were fully vested as of the transaction dates and details scheduled vesting for other tranches with specific vesting dates and amounts.

Are the transactions indicative of a change in company control or governance at Vertiv (VRT)?

No such change is disclosed. The Form 4 reports personal exercises, purchases and sales by an officer and includes vesting information; it does not report governance or control changes.

How many Class A shares did Ryan Paul beneficially own after the reported transactions?

The filing lists line-item beneficial ownership amounts such as 12,802.95 shares after certain transactions and other updated totals per line (e.g., 31,760.95; 35,020.95) reflecting different transaction lines and inclusion of RSUs/dividend equivalents.