STOCK TITAN

203,333 Vertiv (NYSE: VRT) shares sold by entities tied to director Fradin

Filing Impact
(Very High)
Filing Sentiment
(Very Negative)
Form Type
4

Rhea-AI Filing Summary

Vertiv Holdings Co director-related entities reported net open-market sales of 203,333 shares of Class A common stock over February 26–27, 2026. The transactions were executed indirectly through entities including R VRT GRAT 2025, S VRT GRAT 2025, R VRT GRAT 2024 II and similar vehicles, at prices between $251.00 and $255.48 per share.

Following these sales, the filing lists continued indirect ownership positions such as 51,275 shares for one R VRT GRAT 2025 vehicle and 30,000 shares for R VRT GRAT 2024 II, along with multiple blocks of stock options originally granted between 2020 and 2025 that vest on schedules extending through March 2029.

Positive

  • None.

Negative

  • None.
Insider FRADIN ROGER
Role Director
Sold 203,333 shs ($51.40M)
Type Security Shares Price Value
Sale Class A Common Stock 20,808 $251.61 $5.24M
Sale Class A Common Stock 16,275 $252.26 $4.11M
Sale Class A Common Stock 20,909 $251.62 $5.26M
Sale Class A Common Stock 17,293 $252.29 $4.36M
Sale Class A Common Stock 16,181 $253.49 $4.10M
Sale Class A Common Stock 200 $254.09 $51K
Sale Class A Common Stock 9,470 $251.53 $2.38M
Sale Class A Common Stock 530 $252.02 $134K
Sale Class A Common Stock 18,561 $252.61 $4.69M
Sale Class A Common Stock 9,056 $253.67 $2.30M
Sale Class A Common Stock 8,216 $254.70 $2.09M
Sale Class A Common Stock 1,251 $255.24 $319K
Sale Class A Common Stock 27,354 $252.61 $6.91M
Sale Class A Common Stock 13,287 $253.67 $3.37M
Sale Class A Common Stock 12,098 $254.70 $3.08M
Sale Class A Common Stock 1,844 $255.24 $471K
Sale Class A Common Stock 5,003 $252.61 $1.26M
Sale Class A Common Stock 2,448 $253.67 $621K
Sale Class A Common Stock 2,210 $254.70 $563K
Sale Class A Common Stock 339 $255.24 $87K
holding Stock Option -- -- --
holding Stock Option -- -- --
holding Stock Option -- -- --
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holding Class A Common Stock -- -- --
holding Class A Common Stock -- -- --
holding Class A Common Stock -- -- --
Holdings After Transaction: Class A Common Stock — 51,275 shares (Indirect, By R VRT GRAT 2025); Stock Option — 38,647 shares (Direct)
Footnotes (1)
  1. The trade was executed in a series of transactions with a price range of $252.15 to $253.14, inclusive, with a weighted average price of $252.61. 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 and in footnotes 2 through 12, inclusive. The trade was executed in a series of transactions with a price range of $253.15 to $254.14, inclusive, with a weighted average price of $253.67. The trade was executed in a series of transactions with a price range of $254.15 to $255.145, inclusive, with a weighted average price of $254.70. The trade was executed in a series of transactions with a price range of $255.15 to $255.48, inclusive, with a weighted average price of $255.24. The trade was executed in a series of transactions with a price range of $251.01 to $252.00, inclusive, with a weighted average price of $251.61. The trade was executed in a series of transactions with a price range of $252.01 to $252.60, inclusive, with a weighted average price of $252.26. The trade was executed in a series of transactions with a price range of $251.03 to $252.02, inclusive, with a weighted average price of $251.62. The trade was executed in a series of transactions with a price range of $252.03 to $252.60, inclusive, with a weighted average price of $252.29. The trade was executed in a series of transactions with a price range of $253.08 to $254.04, inclusive, with a weighted average price of $253.49. The trade was executed in a series of transactions with a price range of $254.08 to $254.10, inclusive, with a weighted average price of $254.09. The trade was executed in a series of transactions with a price range of $251.00 to $251.98, inclusive, with a weighted average price of $251.53. The trade was executed in a series of transactions with a price range of $252.00 to $252.09, inclusive, with a weighted average price of $252.02. Consists of 38,647 stock options granted on February 7, 2020, which vested as to 9,661 on February 7, 2021 and as to 9,662 on each of February 7, 2022, February 7, 2023 and February 7, 2024. Consists of 38,647 stock options granted on February 4, 2021, which vested as to 9,662 on each of February 4, 2022, February 4, 2023 and February 4, 2024, and as to 9,661 on February 4, 2025. Consists of 38,647 stock options granted on March 3, 2022, which vested as to 9,661 on March 3, 2023 and as to 9,662 on each of March 3, 2024 and March 3, 2025, and which will vest as to 9,662 on March 3, 2026. Consists of 30,000 stock options granted on March 7, 2023, which vested as to 7,500 on each of March 15, 2024 and March 15, 2025, and which will vest as to 7,500 on each of March 15, 2026 and March 15, 2027. Consists of 15,000 stock options granted on March 7, 2024, which vested as to 3,750 on March 15, 2025, and which will vest as to 3,750 on each of March 15, 2026, March 15, 2027 and March 15, 2028. Consists of 15,000 stock options granted on March 7, 2025, which will vest as to 3,750 on each of March 15, 2026, March 15, 2027, March 15, 2028 and March 15, 2029.
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*
FRADIN ROGER

(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)
X Director 10% Owner
Officer (give title below) Other (specify below)
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
Class A Common Stock 02/26/2026 S 18,561 D $252.61(1) 90,606 I By R VRT GRAT 2025
Class A Common Stock 02/26/2026 S 9,056 D $253.67(2) 81,550 I By R VRT GRAT 2025
Class A Common Stock 02/26/2026 S 8,216 D $254.7(3) 73,334 I By R VRT GRAT 2025
Class A Common Stock 02/26/2026 S 1,251 D $255.24(4) 72,083 I By R VRT GRAT 2025
Class A Common Stock 02/27/2026 S 20,808 D $251.61(5) 51,275 I By R VRT GRAT 2025
Class A Common Stock 02/27/2026 S 16,275 D $252.26(6) 35,000 I By R VRT GRAT 2025
Class A Common Stock 02/26/2026 S 27,354 D $252.61(1) 81,812 I By S VRT GRAT 2025
Class A Common Stock 02/26/2026 S 13,287 D $253.67(2) 68,525 I By S VRT GRAT 2025
Class A Common Stock 02/26/2026 S 12,098 D $254.7(3) 56,427 I By S VRT GRAT 2025
Class A Common Stock 02/26/2026 S 1,844 D $255.24(4) 54,583 I By S VRT GRAT 2025
Class A Common Stock 02/27/2026 S 20,909 D $251.62(7) 33,674 I By S VRT GRAT 2025
Class A Common Stock 02/27/2026 S 17,293 D $252.29(8) 16,381 I By S VRT GRAT 2025
Class A Common Stock 02/27/2026 S 16,181 D $253.49(9) 200 I By S VRT GRAT 2025
Class A Common Stock 02/27/2026 S 200 D $254.09(10) 0 I By S VRT GRAT 2025
Class A Common Stock 02/26/2026 S 5,003 D $252.61(1) 44,997 I By R VRT GRAT 2024 II
Class A Common Stock 02/26/2026 S 2,448 D $253.67(2) 42,549 I By R VRT GRAT 2024 II
Class A Common Stock 02/26/2026 S 2,210 D $254.7(3) 40,339 I By R VRT GRAT 2024 II
Class A Common Stock 02/26/2026 S 339 D $255.24(4) 40,000 I By R VRT GRAT 2024 II
Class A Common Stock 02/27/2026 S 9,470 D $251.53(11) 30,530 I By R VRT GRAT 2024 II
Class A Common Stock 02/27/2026 S 530 D $252.02(12) 30,000 I By R VRT GRAT 2024 II
Class A Common Stock 18,313 I By R VRT GRAT 2025 II
Class A Common Stock 18,313 I By S VRT GRAT 2025 II
Class A Common Stock 50,000 I By S VRT GRAT 2024 II
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 Option $12.05 (13) 02/07/2030 Class A Common Stock 38,647 38,647 D
Stock Option $20.56 (14) 02/04/2031 Class A Common Stock 38,647 38,647 D
Stock Option $11.5 (15) 03/03/2032 Class A Common Stock 38,647 38,647 D
Stock Option $15.84 (16) 03/07/2033 Class A Common Stock 30,000 30,000 D
Stock Option $72.09 (17) 03/07/2034 Class A Common Stock 15,000 15,000 D
Stock Option $85.04 (18) 03/07/2035 Class A Common Stock 15,000 15,000 D
Explanation of Responses:
1. The trade was executed in a series of transactions with a price range of $252.15 to $253.14, inclusive, with a weighted average price of $252.61. 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 and in footnotes 2 through 12, inclusive.
2. The trade was executed in a series of transactions with a price range of $253.15 to $254.14, inclusive, with a weighted average price of $253.67.
3. The trade was executed in a series of transactions with a price range of $254.15 to $255.145, inclusive, with a weighted average price of $254.70.
4. The trade was executed in a series of transactions with a price range of $255.15 to $255.48, inclusive, with a weighted average price of $255.24.
5. The trade was executed in a series of transactions with a price range of $251.01 to $252.00, inclusive, with a weighted average price of $251.61.
6. The trade was executed in a series of transactions with a price range of $252.01 to $252.60, inclusive, with a weighted average price of $252.26.
7. The trade was executed in a series of transactions with a price range of $251.03 to $252.02, inclusive, with a weighted average price of $251.62.
8. The trade was executed in a series of transactions with a price range of $252.03 to $252.60, inclusive, with a weighted average price of $252.29.
9. The trade was executed in a series of transactions with a price range of $253.08 to $254.04, inclusive, with a weighted average price of $253.49.
10. The trade was executed in a series of transactions with a price range of $254.08 to $254.10, inclusive, with a weighted average price of $254.09.
11. The trade was executed in a series of transactions with a price range of $251.00 to $251.98, inclusive, with a weighted average price of $251.53.
12. The trade was executed in a series of transactions with a price range of $252.00 to $252.09, inclusive, with a weighted average price of $252.02.
13. Consists of 38,647 stock options granted on February 7, 2020, which vested as to 9,661 on February 7, 2021 and as to 9,662 on each of February 7, 2022, February 7, 2023 and February 7, 2024.
14. Consists of 38,647 stock options granted on February 4, 2021, which vested as to 9,662 on each of February 4, 2022, February 4, 2023 and February 4, 2024, and as to 9,661 on February 4, 2025.
15. Consists of 38,647 stock options granted on March 3, 2022, which vested as to 9,661 on March 3, 2023 and as to 9,662 on each of March 3, 2024 and March 3, 2025, and which will vest as to 9,662 on March 3, 2026.
16. Consists of 30,000 stock options granted on March 7, 2023, which vested as to 7,500 on each of March 15, 2024 and March 15, 2025, and which will vest as to 7,500 on each of March 15, 2026 and March 15, 2027.
17. Consists of 15,000 stock options granted on March 7, 2024, which vested as to 3,750 on March 15, 2025, and which will vest as to 3,750 on each of March 15, 2026, March 15, 2027 and March 15, 2028.
18. Consists of 15,000 stock options granted on March 7, 2025, which will vest as to 3,750 on each of March 15, 2026, March 15, 2027, March 15, 2028 and March 15, 2029.
/s/ Eric Boxterman, 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).
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 insider activity did Vertiv (VRT) report for Roger Fradin on this Form 4?

The Form 4 reports indirect open-market sales of 203,333 Vertiv Class A shares by entities associated with director Roger Fradin over February 26–27, 2026, at prices between $251.00 and $255.48 per share.

Were the Vertiv (VRT) share sales by Roger Fradin direct or indirect holdings?

All reported share sales involve indirect holdings, with ownership listed under entities such as R VRT GRAT 2025, S VRT GRAT 2025 and R VRT GRAT 2024 II, rather than direct personal holdings in Roger Fradin’s name.

At what prices were Vertiv (VRT) shares sold in Roger Fradin’s recent transactions?

The reported open-market sales occurred in multiple price ranges, with disclosed ranges running from $251.00 to $255.48 per share. Footnotes provide weighted average prices for each range and note that detailed trade breakdowns are available on request.

How many Vertiv (VRT) shares did entities tied to Roger Fradin sell overall?

Entities associated with Roger Fradin reported net sales of 203,333 shares of Vertiv Class A common stock. All of these transactions are classified as open-market sales of non-derivative securities over two consecutive trading days.

What Vertiv (VRT) stock options are still held by Roger Fradin after these sales?

The filing shows several stock option grants remaining, including blocks of 38,647, 30,000 and 15,000 options granted from 2020 through 2025, with vesting schedules extending annually through March 2029 as detailed in the footnotes.

Did Roger Fradin’s Vertiv (VRT) Form 4 include any stock option exercises?

The Form 4 lists stock options as holdings with detailed vesting footnotes but does not classify any of the reported derivative entries as option exercises. The only coded transactions are sales of Class A common stock by indirectly owned entities.