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VRT insider filing: 0.36 DSUs added; 171.72 shares via 401(k) disclosed

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Eric M. Johnson, Chief Accounting Officer of Vertiv Holdings Co (VRT), reported a transaction dated 09/25/2025 on Form 4. The filing shows an accrual of 0.36 dividend-equivalent stock units (DSUs) related to his restricted stock units (RSUs), recorded at a $0 price. Following the reported transaction, the report lists 1,320.47 total shares/units beneficially owned (the filing states this figure includes shares, RSUs and DSUs). Separately, the filing reports 171.72 shares held indirectly through the company 401(k) plan in transactions exempt from reporting requirements. The DSUs vest on the same schedule as the underlying RSUs and fractional shares under the 2020 Stock Incentive Plan will be settled in cash.

Positive

  • 0.36 DSUs accrued on RSUs recorded at $0, indicating compensation-related issuance rather than a market purchase
  • Total beneficial ownership reported as 1,320.47 shares/units, with disclosure that this includes shares, RSUs and DSUs
  • 171.72 shares explicitly disclosed as held indirectly via the company 401(k) plan (transactions exempt from reporting)

Negative

  • None.

Insights

TL;DR: Routine equity compensation accrual recorded; small incremental change to reported beneficial ownership.

The Form 4 documents a non-cash accrual of 0.36 DSUs tied to existing RSUs and shows total beneficial ownership of 1,320.47 shares/units including RSUs and DSUs. The accrual was recorded at $0, consistent with dividend-equivalent unit mechanics rather than a market purchase. This is a standard reporting of compensation-related units and does not indicate an open-market trade.

TL;DR: Filing reflects routine compensation plan mechanics and proper disclosure of indirect 401(k) holdings.

The report clarifies that DSUs automatically accrued on RSUs will vest on the same schedule and fractional shares are cash-settled under the 2020 Stock Incentive Plan. It also separates directly reported beneficial ownership from 171.72 shares held indirectly via the 401(k), noting those transactions are exempt from reporting. The document appears to follow Section 16 reporting requirements for insider compensation-related unit accruals.

Insider Johnson Eric M.
Role Chief Accounting Officer
Type Security Shares Price Value
Grant/Award Class A Common Stock 0.36 $0.00 --
holding Class A Common Stock -- -- --
Holdings After Transaction: Class A Common Stock — 1,320.47 shares (Direct); Class A Common Stock — 171.72 shares (Indirect, By 401(k) plan)
Footnotes (1)
  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. Includes shares, RSUs and DSUs. Reflects shares acquired under the Company's 401(k) plan in transactions exempt from reporting requirements.
Form 4 Insider Transactions: What Each Field Means →
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*
Johnson Eric M.
(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 Accounting Officer
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 0.36(1) A $0 1,320.47(2) D
Class A Common Stock 171.72(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.

Source: View Original Filing on SEC EDGAR

FAQ

What did Vertiv (VRT) insider Eric M. Johnson report on Form 4 dated 09/25/2025?

The filing reports an automatic accrual of 0.36 dividend-equivalent stock units (DSUs) related to his RSUs and shows total beneficial ownership of 1,320.47 shares/units.

Were any shares purchased for cash in the reported transaction?

No. The DSUs were recorded at a $0 price, reflecting an accrual mechanism rather than an open-market cash purchase.

How many shares does the filing show held indirectly through the 401(k)?

The filing discloses 171.72 shares held indirectly via the company's 401(k) plan, and states those transactions are exempt from reporting requirements.

Do the DSUs vest immediately?

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

How are fractional shares handled under the plan?

Under the 2020 Stock Incentive Plan, the filing states fractional shares will be settled in cash.