Vertiv (VRT) Form 4: Executive DSU Accrual Reports 27,462.13 Holdings

Stephanie L. Gill, Chief Legal Counsel & Secretary of Vertiv Holdings Co (VRT), reported an acquisition on 09/25/2025 on Form 4.

Rhea-AI Filing Summary

Stephanie L. Gill, Chief Legal Counsel & Secretary of Vertiv Holdings Co (VRT), reported an acquisition on 09/25/2025 on Form 4. The filing records an acquisition (Code A) of dividend-equivalent stock units (DSUs) that automatically accrued on restricted stock units (RSUs); DSUs vest on the same schedule as the underlying RSUs and fractional shares are settled in cash under the 2020 Stock Incentive Plan. Following the reported transaction, the reporting person beneficially owned 27,462.13 Class A common stock equivalents (which includes shares, RSUs and DSUs) and directly held 2,017.58 shares acquired under the company 401(k) plan (reported as indirect by the filing). The Form 4 was signed by an attorney-in-fact on 09/26/2025.

Positive

• Clear disclosure of equity accrual mechanics and resulting holdings provides transparency for investors
• DSUs vesting on the same schedule as RSUs aligns incentive timing with existing compensation structure

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Routine executive equity accruals were reported; no unexplained trades or departures.

The Form 4 discloses automatic accrual of DSUs tied to existing RSUs and a reported acquisition event on 09/25/2025. This is a standard equity-compensation housekeeping disclosure under the companys 2020 Stock Incentive Plan and does not indicate discretionary open-market purchases or sales. The filing clarifies treatment of fractional shares and identifies holdings that aggregate shares, RSUs and DSUs to 27,462.13 units. From a governance perspective this is procedural and consistent with standard executive compensation mechanics.

Securities Analyst

TL;DR: Disclosure shows non-cash compensation accrual; immaterial to near-term market valuation.

The reported transaction is an accrual of dividend-equivalent units and a record of 401(k) plan holdings rather than a cash purchase or sale at market price (transaction price listed as $0). The filing provides clear counts for beneficial ownership components and notes fractional-share handling. There is no indication of material disposition or new cash-based insider purchasing that would signal a change in insider conviction.

Insider Trade Summary

Grant/Award: 5.9 shares

Grant/Award 2 txns

Insider Gill Stephanie L

Role Chief Legal Counsel & Sec.

Type	Security	Shares	Price	Value
Grant/Award	Class A Common Stock	5.9	$0.00	$0.00
holding	Class A Common Stock	--	--	--

Holdings After Transaction: Class A Common Stock — 27,462.13 shares (Direct); Class A Common Stock — 2,017.58 shares (Indirect, By 401(k) Plan)

Footnotes (3)

1. F1. 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. F2. Includes shares, RSUs and DSUs.
3. F3. Reflects shares acquired under the Company's 401(k) plan in transactions exempt from reporting requirements.

FAQ

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

What did Stephanie L. Gill report on Form 4 for Vertiv (VRT)?

The filing reports an accrual of dividend-equivalent stock units (DSUs) on RSUs on 09/25/2025, resulting in total beneficial ownership of 27,462.13 Class A common stock equivalents.

Does the Form 4 show a market purchase or sale by the executive?

No. The transaction is coded as an accrual/acquisition of DSUs with a reported price of $0, not a market cash purchase or sale.

How many shares does the filing say are held indirectly via the 401(k) plan?

The filing reports 2,017.58 shares as held indirectly through the companys 401(k) plan.

When do the accrued DSUs vest?

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

How are fractional shares from the accrual handled?

Under the 2020 Stock Incentive Plan, any fractional shares resulting from DSU accruals will be settled in cash.

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

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Accepted by SEC EDGAR 09/26/2025 - 04:10 PM EDT Learn about SEC filing dates

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).

1. Name and Address of Reporting Person^*

Gill Stephanie L

(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 Legal Counsel & Sec.

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		5.9(1)	A	$0	27,462.13(2)	D
Class A Common Stock								2,017.58(3)	I	By 401(k) Plan

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.

3. Reflects shares acquired under the Company's 401(k) plan in transactions exempt from reporting requirements.

Remarks:

	/s/ Robert M. Wolfe, 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.