[Form 4] Vistra Corp. Insider Trading Activity

Rhea-AI Filing Summary

James A. Burke, President and CEO of Vistra Corp. (VST), reported multiple transactions on 10/06/2025 and 10/07/2025. Under a Rule 10b5-1 trading plan adopted on 06/12/2025, he acquired 24,000 employee stock options on 10/06/2025 and another 24,000 on 10/07/2025. Concurrently, he sold approximately 21,368 shares on 10/06/2025 at a weighted-average price of $206.94 and approximately 21,376 shares on 10/07/2025 at a weighted-average price of $201.49.

Following these transactions, Mr. Burke directly beneficially owns 264,329 shares. He also has indirect holdings of 701,514 shares through JAMEB, LP, plus additional indirect interests from two irrevocable trusts. The Form 4 discloses that portions of the sales included shares sold for cashless option exercises and shares sold to pay taxes related to the exercises.

Positive

• Adopted Rule 10b5-1 plan (adopted 06/12/2025) providing structured trade timing
• Acquired employee stock options of 24,000 on 10/06/2025 and 24,000 on 10/07/2025
• Substantial indirect ownership retained via JAMEB, LP of 701,514 shares

Negative

• Significant share sales of approximately 21,368 shares on 10/06/2025 and 21,376 shares on 10/07/2025
• Direct beneficial ownership declined from reported pre-transaction levels to 264,329 shares after the sales

Insights

Corporate Governance Analyst

Insider used a Rule 10b5-1 plan to exercise options and sell shares over two days.

The reporting person, who serves as President and CEO, adopted a Rule 10b5-1 plan on 06/12/2025 and executed transactions on 10/06/2025 and 10/07/2025, including option acquisitions and share sales. Use of a pre-established plan is a standard governance mechanism to provide an affirmative defense against insider trading claims when trades are automated and pre-scheduled.

This activity increases disclosed liquidity of the reporting person's holdings while leaving substantial indirect ownership intact via JAMEB, LP (701,514 shares). Monitor any future Form 4s under the same plan for timing or pattern changes within the next 30–90 days.

Executive Compensation Analyst

Large option vesting/exercise and associated selling for taxes/cashless exercise occurred.

The filing shows two sets of option-related events: exercises labeled with code M for 24,000 options each (one on 10/06/2025, one on 10/07/2025) and concurrent share sales partially to cover the cashless exercises and tax obligations. The disclosure states approximately 2,289–2,352 shares were sold for cashless exercise across the two days and about 8,523–8,547 shares sold to pay taxes.

The option exercise prices are $19.68 with an exercise-related expiration schedule noted; these are compensation-driven liquidity events rather than open-market portfolio reallocations. Expect related payroll/tax reporting and possible additional withholding sales near the next vesting dates through 04/09/2027.

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).

X

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^*

BURKE JAMES A

(Last) (First) (Middle)

6555 SIERRA DRIVE

(Street)

IRVING TX 75039

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Vistra Corp. [ VST ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President and CEO

3. Date of Earliest Transaction (Month/Day/Year)
10/06/2025

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	10/06/2025		M(1)		24,000	A	$19.68	283,073	D
Common Stock	10/06/2025		S(1)		21,368(2)	D	$206.94(3)	261,705	D
Common Stock	10/07/2025		M(1)		24,000	A	$19.68	285,705	D
Common Stock	10/07/2025		S(1)		21,376(4)	D	$201.49(5)	264,329	D
Common Stock								701,514	I	By JAMEB, LP, a limited partnership jointly owned by Reporting Person and his spouse
Common Stock								34,000	I	By the James A. Burke 2012 Irrevocable Trust, dated 12/03/2012
Common Stock								259	I	By the Marti E. Burke 2012 Irrevocable Trust, dated 10/16/2012

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
2018 Employee Stock Option (right to buy)	$19.68	10/06/2025		M(1)			24,000	(6)	04/09/2027	Common Stock	24,000	$0	338,052	D
2018 Employee Stock Option (right to buy)	$19.68	10/07/2025		M(1)			24,000	(6)	04/09/2027	Common Stock	24,000	$0	314,052	D

Explanation of Responses:

1. This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on June 12, 2025.

2. Includes an aggregate of approximately (i) 2,289 shares sold for the cashless exercise of the stock options; and (ii) 8,547 shares sold to pay taxes in connection with the exercise of the stock options.

3. Represents a weighted-average price. These shares were sold in multiple transactions at prices ranging from $206.21 to $207.00, inclusive. For all transactions reported in this Form 4 utilizing a weighted-average price, the reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.

4. Includes an aggregate of approximately (i) 2,352 shares sold for the cashless exercise of the stock options; and (ii) 8,523 shares sold to pay taxes in connection with the exercise of the stock options.

5. Represents a weighted-average price. These shares were sold in multiple transactions at prices ranging from $200.774 to $201.57, inclusive. For all transactions reported in this Form 4 utilizing a weighted-average price, the reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.

6. Options vested 50% 4 years from the grant date with the remaining 50% vesting 5 years from the grant date.

Remarks:

	/s/ Daniela Gutierrez, as Attorney-in-Fact	10/08/2025
	** 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 did Vistra CEO James A. Burke report on Form 4 (VST)?

He reported option acquisitions and share sales on 10/06/2025 and 10/07/2025, including acquiring 24,000 options each day and selling ~21,368 and ~21,376 shares respectively.

Were these transactions part of a Rule 10b5-1 plan (VST)?

Yes. The Form 4 states the transactions were effected pursuant to a Rule 10b5-1 trading plan adopted on 06/12/2025.

What prices were the shares sold at in the reported transactions?

The weighted-average sale price on 10/06/2025 was $206.94; on 10/07/2025 it was $201.49.

How many shares does James A. Burke beneficially own after these transactions?

The filing reports direct beneficial ownership of 264,329 shares following the transactions, plus indirect holdings of 701,514 shares via JAMEB, LP.

Did the Form 4 disclose reasons for the share sales?

Yes. The explanations state portions of the shares were sold for the cashless exercise of options and to pay taxes attendant to the exercises.

What are the exercise price and vesting details for the reported options?

The options have an exercise price of $19.68; vesting noted as 50% at four years and the remaining 50% at five years from the grant date, with expiration referenced as 04/09/2027.