VST Form 4: Burke executes options, sells shares under 10b5-1 plan
Rhea-AI Filing Summary
James A. Burke, President and CEO of Vistra Corp. (VST), reported multiple option exercises and share transactions on 09/22/2025 and 09/23/2025 conducted under a Rule 10b5-1 trading plan. The filing shows exercises of 2016 and 2018 employee stock options at strike prices of $14.03 and $19.68, resulting in acquisition of option shares and related sales to cover exercise costs and taxes. Reported sales include an aggregate 21,362 shares on 09/22/2025 at a weighted-average price of $210.83 and additional sales on 09/23/2025 at weighted-average prices ~ $212 and $210, reducing Mr. Burke’s direct holdings from as high as 259,880 to as low as 235,880 shares in listed transactions. Indirect holdings include 701,514 shares held by JAMEB, LP and trusts totaling 34,259 shares.
Positive
- Transactions were executed under a Rule 10b5-1 trading plan, indicating preplanned trades rather than opportunistic timing
- Reporting person retains substantial indirect ownership including 701,514 shares held by JAMEB, LP and additional family trust holdings
Negative
- Significant share sales reported: aggregate sales on 09/22/2025 and 09/23/2025 include 21,362 and additional thousands of shares sold at weighted-average prices above $210, reducing certain direct holdings
- Direct beneficial ownership declined in reported transactions (examples: positions noted at 259,880 reduced to 235,880 following reported sales)
Insights
TL;DR: Routine, preplanned insider option exercises and sales under a 10b5-1 plan; maintains substantial indirect holdings.
The transactions were executed pursuant to a Rule 10b5-1 plan adopted June 12, 2025, indicating preplanned timing and reducing questions about opportunistic trading. Multiple option exercises at $14.03 and $19.68 generated shares that were partly sold for cashless exercise and tax withholding. Direct beneficial ownership fluctuated because of these exercises and sales, while material indirect holdings remain via JAMEB, LP and family trusts, preserving continued alignment with shareholders.
TL;DR: Material share disposals occurred but were tied to option exercises and a 10b5-1 plan, signaling limited incremental information for valuation.
Reported weighted-average sale prices (~$210.83 and ~$212.11) show the sales occurred at multi-hundred-dollar per-share levels. Aggregate reported sales on the filing include tens of thousands of shares, representing a meaningful cash realization by the reporting person but not an outright departure from ownership given continued indirect positions exceeding 700,000 shares. The filing provides clear transaction detail and explains shares sold for cashless exercise and taxes.
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 | 2,160 | $212.11 | $458K |
| Sale | Common Stock | 19,200 | $210.00 | $4.03M |
| 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 | 21,362 | $210.83 | $4.50M |
| 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) 1,732 shares sold for the cashless exercise of the stock options; and (ii) 8,766 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 $210.458 to $210.87, 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) 446 shares sold for the cashless exercise of the stock options; and (ii) 1,714 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 $212.06 to $212.35, 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) 1,289 shares sold for the cashless exercise of the stock options; and (ii) 7,051 shares sold to pay taxes in connection with the exercise of the stock options. 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.
