Vistra CEO gets stock grant; shares withheld for tax

Vistra Corp. director, President and CEO James A. Burke reported equity award activity in company common stock.

Rhea-AI Filing Summary

Vistra Corp. director, President and CEO James A. Burke reported equity award activity in company common stock. He acquired 28,281 shares through a grant/award tied to restricted stock units approved by the board’s compensation committee on February 18, 2026.

The filing also shows a disposition of 9,380 shares, representing shares withheld by Vistra to pay taxes upon vesting of restricted stock units, with timing and amount determined by the award terms rather than Burke’s discretion. After these transactions, he directly owns 497,863 common shares.

Indirect holdings associated with Burke include 701,514 shares held by JAMEB, LP, a limited partnership jointly owned by him and his spouse, 34,000 shares held by the James A. Burke 2012 Irrevocable Trust, and 259 shares held by the Marti E. Burke 2012 Irrevocable Trust.

Insider Trade Summary

5 transactions reported

Mixed 5 txns

Insider BURKE JAMES A

Role President and CEO

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	28,281	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	9,380	$167.40	$1.57M
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 497,863 shares (Direct); Common Stock — 701,514 shares (Indirect, By JAMEB, LP, a limited partnership jointly owned by Reporting Person and his spouse); Common Stock — 34,000 shares (Indirect, By the James A. Burke 2012 Irrevocable Trust, dated 12/03/2012); Common Stock — 259 shares (Indirect, By the Marti E. Burke 2012 Irrevocable Trust, dated 10/16/2012)

Footnotes (2)

1. F1. In connection with the annual grant of equity awards, the grant of the reported restricted stock units to the Reporting Person was approved by Issuer's Social Responsibility and Compensation Committee of the Board of Directors on February 18, 2026.
2. F2. This transaction represents the withholding by the Issuer of shares to pay taxes in connection with the vesting of restricted stock units. The timing and amount of the transaction were determined by the terms of the applicable restricted stock unit award and were not within the control of the Reporting Person.

FAQ

What insider transactions did Vistra (VST) CEO James A. Burke report?

James A. Burke reported an equity award and tax withholding. He received 28,281 Vistra common shares via a grant and 9,380 shares were withheld by the company to cover taxes on restricted stock unit vesting.

Was the Vistra (VST) CEO’s share disposition an open-market sale?

No, the disposition was tax withholding, not an open-market sale. Vistra withheld 9,380 shares to satisfy tax obligations tied to restricted stock unit vesting, with timing and amount set by the award terms, not Burke.

How many Vistra (VST) shares does CEO James A. Burke now hold directly?

James A. Burke now directly holds 497,863 Vistra common shares. This figure reflects his ownership after the 28,281-share equity grant and the 9,380 shares withheld by the company for tax purposes.

What indirect Vistra (VST) shareholdings are associated with James A. Burke?

Several entities hold Vistra shares associated with Burke. JAMEB, LP holds 701,514 shares, the James A. Burke 2012 Irrevocable Trust holds 34,000 shares, and the Marti E. Burke 2012 Irrevocable Trust holds 259 shares.

How was the Vistra (VST) CEO’s equity grant approved?

The equity grant was approved by a board committee. Vistra’s Social Responsibility and Compensation Committee approved the grant of restricted stock units to James A. Burke on February 18, 2026, as part of the annual equity award process.

What is the nature of the Vistra (VST) CEO’s recent share acquisition?

The acquisition was a grant/award of restricted stock units. Burke received 28,281 common shares at a stated price of $0.0000 per share, reflecting a stock-based compensation award rather than an open-market purchase.

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Accepted by SEC EDGAR 03/09/2026 - 09:14 PM 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).

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)
03/05/2026

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
Common Stock	03/05/2026		A		28,281(1)	A	$0	507,243	D
Common Stock	03/05/2026		F		9,380(2)	D	$167.4	497,863	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

Explanation of Responses:

1. In connection with the annual grant of equity awards, the grant of the reported restricted stock units to the Reporting Person was approved by Issuer's Social Responsibility and Compensation Committee of the Board of Directors on February 18, 2026.

2. This transaction represents the withholding by the Issuer of shares to pay taxes in connection with the vesting of restricted stock units. The timing and amount of the transaction were determined by the terms of the applicable restricted stock unit award and were not within the control of the Reporting Person.

Remarks:

	/s/ Daniela Gutierrez, as Attorney-in-Fact	03/09/2026
	** 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.