[Form 4] VSE CORP Insider Trading Activity

Rhea-AI Filing Summary

Ralph E. Eberhart, a director of VSE Corp (VSEC), received 61 shares of VSE common stock on 09/15/2025 as partial payment of his quarterly cash retainer. The reported per-share price for the issuance is $165.48 and, after the transaction, Mr. Eberhart beneficially owns 46,520 shares directly. The Form 4 was filed by one reporting person and includes an explanatory note that the shares were issued in lieu of a portion of the director cash retainer.

Positive

• Director equity alignment: 61 shares issued as part of the quarterly cash retainer, aligning director compensation with shareholder interests.
• Timely disclosure: Form 4 filed showing direct beneficial ownership increased to 46,520 shares after the transaction.

Negative

• None.

Insights

Securities Analyst

TL;DR: Director received a small equity payment as compensation; transaction is routine and immaterial to shareholders.

This Form 4 discloses a standard director compensation transaction: 61 shares issued to satisfy part of a quarterly cash retainer at a reported price of $165.48 per share, increasing the reporting person’s direct holdings to 46,520 shares. The size of the issuance is small relative to the director’s total holdings and the company’s likely outstanding share count, so it is unlikely to move valuation metrics or signal a material change in insider sentiment. Disclosure is timely and follows Section 16 reporting requirements.

Corporate Governance Expert

TL;DR: Equity-in-lieu payments are common governance practice; this filing documents compensation alignment without indicating governance issues.

The explanatory note states the shares were issued for a portion of the quarterly cash retainer, a routine mechanism to align director incentives with shareholders. The Form 4 shows direct ownership and appropriate reporting by a single reporting person. There are no indications of related-party transactions beyond standard director compensation, and the filing includes the required signature by an attorney-in-fact.

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^*

EBERHART RALPH E

(Last) (First) (Middle)

3361 ENTERPRISE WAY

(Street)

MIRAMAR FL 33025

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
VSE CORP [ VSEC ]

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)
09/15/2025

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
Common Stock, par value $.05	09/15/2025		A		61(1)	A	$165.48	46,520	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 shares issued for a portion of the quarterly cash retainer for service as a director.

	Tobi Lebowitz, Attorney-in-Fact	09/17/2025
	** 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 Ralph E. Eberhart report on Form 4 for VSEC?

He reported receiving 61 shares of VSE common stock on 09/15/2025 as partial payment of his quarterly cash retainer.

At what price were the shares issued in the Form 4 for VSE (VSEC)?

The reported per-share price for the issuance is $165.48.

How many VSE shares does Ralph E. Eberhart beneficially own after the reported transaction?

The Form 4 shows he beneficially owns 46,520 shares directly following the transaction.

Was the Form 4 filed by more than one reporting person for VSE (VSEC)?

No. The filing indicates it was a Form filed by one reporting person.

Why were the 61 shares issued according to the Form 4?

The explanatory note states the shares were issued to cover a portion of the director’s quarterly cash retainer.