VST Insider Filing: James A. Burke Executes Options and Disposes Shares Under 10b5-1
Rhea-AI Filing Summary
James A. Burke, President and CEO and a director of Vistra Corp. (VST), reported multiple option exercises and open-market sales executed under a Rule 10b5-1 trading plan adopted June 12, 2025. On September 18-19, 2025, Burke exercised 48,000 stock options (19,200 at $14.03 and 4,800 at $19.68 on each date per the Form) and contemporaneously sold multiple blocks of common stock, including sales at weighted-average prices near $211.99 and $211.50 to cover cashless-exercise and tax-withholding obligations. After the reported transactions, the Form discloses direct and indirect beneficial ownership stakes, including 701,514 shares held indirectly by JAMEB, LP and additional shares held in two family trusts.
Positive
- Transactions executed under a Rule 10b5-1 plan, providing pre-established trading compliance and reducing appearance of opportunistic insider timing
- Detailed ownership disclosure showing continued substantial indirect holdings (701,514 shares) through JAMEB, LP and additional family trusts
Negative
- Large share sales reported (multiple blocks sold at weighted-average prices around $211.99 and $211.50), which reduced the reporting person’s direct holdings
- Significant option exercises (totaling 48,000 options exercised across the reported dates), representing near-term dilution risk if not previously accounted for
Insights
TL;DR: Routine insider option exercises and share sales under a 10b5-1 plan; ownership remains substantial via related entities.
The Form 4 documents the exercise of outstanding employee stock options at $14.03 and $19.68 and sales executed under a pre-established Rule 10b5-1 plan on September 18-19, 2025. The transactions include both cashless exercises and share sales to satisfy tax withholding. Material facts: option exercise counts, weighted-average sale prices near $212, and the continued indirect holding of 701,514 shares by JAMEB, LP. These disclosures are procedural and consistent with routine compensation monetization rather than an operational disclosure about the company.
TL;DR: Disclosure follows standard insider-trading compliance; the 10b5-1 plan and trust holdings are properly noted.
The filing clearly indicates the transactions were effected pursuant to a Rule 10b5-1 plan adopted June 12, 2025, and provides detail on shares sold for cashless exercise and tax payments. Ownership breakdowns identify direct and indirect holdings, including family trusts and a jointly owned LP, which helps investors map potential control and voting influence. The report is complete with weighted-average prices and explanatory footnotes as required.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | 2016 Employee Stock Option (right to buy) | 19,200 | $0.00 | -- |
| Exercise | 2018 Employee Stock Option (right to buy) | 4,800 | $0.00 | -- |
| Exercise | Common Stock | 19,200 | $14.03 | $269K |
| Exercise | Common Stock | 4,800 | $19.68 | $94K |
| Sale | Common Stock | 21,360 | $211.50 | $4.52M |
| Exercise | 2016 Employee Stock Option (right to buy) | 19,200 | $0.00 | -- |
| Exercise | 2018 Employee Stock Option (right to buy) | 4,800 | $0.00 | -- |
| Exercise | Common Stock | 19,200 | $14.03 | $269K |
| Exercise | Common Stock | 4,800 | $19.68 | $94K |
| Sale | Common Stock | 2,166 | $211.99 | $459K |
| Sale | Common Stock | 19,200 | $213.31 | $4.10M |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
Footnotes (1)
- This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on June 12, 2025. Includes an aggregate of approximately (i) 455 shares sold for the cashless exercise of the stock options; and (ii) 1,711 shares sold to pay taxes in connection with the exercise of the stock options. Represents a weighted-average price. These shares were sold in multiple transactions at prices ranging from $211.98 to $212.00, 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. Includes an aggregate of approximately (i) 1,269 shares sold for the cashless exercise of the stock options; and (ii) 7,059 shares sold to pay taxes in connection with the exercise of the stock options. Includes an aggregate of approximately (i) 1,725 shares sold for the cashless exercise of the stock options; and (ii) 8,769 shares sold to pay taxes in connection with the exercise of the stock options. Represents a weighted-average price. These shares were sold in multiple transactions at prices ranging from $211.43 to $212.09, 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. Options vested in four equal annual installments beginning October 3, 2017. Options vested 50% 4 years from the grant date with the remaining 50% vesting 5 years from the grant date.
