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VST insider Form 4: CEO executes 10b5‑1 plan with sales and gift

Filing Impact
(Very High)
Filing Sentiment
(Very Negative)
Form Type
4

Rhea-AI Filing Summary

Vistra Corp. (VST) reported insider transactions by its President & CEO and Director, executed under a Rule 10b5-1 trading plan adopted on June 12, 2025. Between October 10–14, 2025, the reporting person exercised employee stock options at $14.03 and $19.68 per share and sold shares in multiple trades.

Examples include sales of 19,200 shares at $209.76, 2,164 shares at $208.50, 39,437 shares at $201.12, and 1,989 shares at $205.29, plus a sale of 2,170 shares at a $204.74 weighted-average price (range $204.15–$205.12). A 27,893-share gift was also reported. Following these transactions, direct beneficial ownership stood at 277,315 shares, with additional indirect holdings of 701,514 shares (JAMEB, LP), 34,000 shares (James A. Burke 2012 Trust), and 259 shares (Marti E. Burke 2012 Trust).

Positive

  • None.

Negative

  • None.
Insider BURKE JAMES A
Role President and CEO
Sold 84,160 shs ($17.21M)
Type Security Shares Price Value
Exercise 2016 Employee Stock Option (right to buy) 28,163 $0.00 --
Exercise 2018 Employee Stock Option (right to buy) 24,000 $0.00 --
Exercise Common Stock 28,163 $14.03 $395K
Exercise Common Stock 24,000 $19.68 $472K
Sale Common Stock 19,200 $205.68 $3.95M
Sale Common Stock 2,170 $204.74 $444K
Exercise 2016 Employee Stock Option (right to buy) 21,837 $0.00 --
Exercise 2018 Employee Stock Option (right to buy) 22,000 $0.00 --
Exercise Common Stock 21,837 $14.03 $306K
Exercise Common Stock 22,000 $19.68 $433K
Gift Common Stock 27,893 $0.00 --
Sale Common Stock 39,437 $201.12 $7.93M
Sale Common Stock 1,989 $205.29 $408K
Exercise 2018 Employee Stock Option (right to buy) 24,000 $0.00 --
Exercise Common Stock 24,000 $19.68 $472K
Sale Common Stock 19,200 $209.76 $4.03M
Sale Common Stock 2,164 $208.50 $451K
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: 2016 Employee Stock Option (right to buy) — 100,001 shares (Direct); 2018 Employee Stock Option (right to buy) — 198,052 shares (Direct); Common Stock — 274,685 shares (Direct); Common Stock — 701,514 shares (Indirect, By JAMEB, LP, a limited partnership jointly owned by Reporting Person and his spouse)
Footnotes (1)
  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) 1,807 shares sold for the cashless exercise of the stock options; and (ii) 6,847 shares sold to pay taxes in connection with the exercise of the stock options. Includes an aggregate of approximately (i) 452 shares sold for the cashless exercise of the stock options; and (ii) 1,712 shares sold to pay taxes in connection with the exercise of the stock options. Includes an aggregate of approximately (i) 5,179 shares sold for the cashless exercise of the stock options; and (ii) 24,569 shares sold to pay taxes in connection with the exercise of the stock options. Includes an aggregate of approximately (i) 423 shares sold for the cashless exercise of the stock options; and (ii) 1,989 shares sold to pay taxes in connection with the exercise of the stock options. Includes an aggregate of approximately (i) 1,843 shares sold for the cashless exercise of the stock options; and (ii) 6,833 shares sold to pay taxes in connection with the exercise of the stock options. Includes an aggregate of approximately (i) 462 shares sold for the cashless exercise of the stock options; and (ii) 1,708 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 $204.15 to $205.12, 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 50% 4 years from the grant date with the remaining 50% vesting 5 years from the grant date. Options vested in four equal annual installments beginning October 3, 2017.
Form 4 Insider Transactions: What Each Field Means →
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)
10/10/2025
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 10/10/2025 M(1) 24,000 A $19.68 293,368 D
Common Stock 10/10/2025 S(1) 19,200(2) D $209.76 274,168 D
Common Stock 10/10/2025 S(1) 2,164(3) D $208.5 272,004 D
Common Stock 10/13/2025 M(1) 21,837 A $14.03 293,841 D
Common Stock 10/13/2025 M(1) 22,000 A $19.68 315,841 D
Common Stock 10/13/2025 G(1) 27,893 D $0 287,948 D
Common Stock 10/13/2025 S(1) 39,437(4) D $201.12 248,511 D
Common Stock 10/13/2025 S(1) 1,989(5) D $205.29 246,522 D
Common Stock 10/14/2025 M(1) 28,163 A $14.03 274,685 D
Common Stock 10/14/2025 M(1) 24,000 A $19.68 298,685 D
Common Stock 10/14/2025 S(1) 19,200(6) D $205.68 279,485 D
Common Stock 10/14/2025 S(1) 2,170(7) D $204.74(8) 277,315 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 10/10/2025 M(1) 24,000 (9) 04/09/2027 Common Stock 24,000 $0 244,052 D
2016 Employee Stock Option (right to buy) $14.03 10/13/2025 M(1) 21,837 (10) 10/11/2026 Common Stock 21,837 $0 128,164 D
2018 Employee Stock Option (right to buy) $19.68 10/13/2025 M(1) 22,000 (9) 04/09/2027 Common Stock 22,000 $0 222,052 D
2016 Employee Stock Option (right to buy) $14.03 10/14/2025 M(1) 28,163 (10) 10/11/2026 Common Stock 28,163 $0 100,001 D
2018 Employee Stock Option (right to buy) $19.68 10/14/2025 M(1) 24,000 (9) 04/09/2027 Common Stock 24,000 $0 198,052 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) 1,807 shares sold for the cashless exercise of the stock options; and (ii) 6,847 shares sold to pay taxes in connection with the exercise of the stock options.
3. Includes an aggregate of approximately (i) 452 shares sold for the cashless exercise of the stock options; and (ii) 1,712 shares sold to pay taxes in connection with the exercise of the stock options.
4. Includes an aggregate of approximately (i) 5,179 shares sold for the cashless exercise of the stock options; and (ii) 24,569 shares sold to pay taxes in connection with the exercise of the stock options.
5. Includes an aggregate of approximately (i) 423 shares sold for the cashless exercise of the stock options; and (ii) 1,989 shares sold to pay taxes in connection with the exercise of the stock options.
6. Includes an aggregate of approximately (i) 1,843 shares sold for the cashless exercise of the stock options; and (ii) 6,833 shares sold to pay taxes in connection with the exercise of the stock options.
7. Includes an aggregate of approximately (i) 462 shares sold for the cashless exercise of the stock options; and (ii) 1,708 shares sold to pay taxes in connection with the exercise of the stock options.
8. Represents a weighted-average price. These shares were sold in multiple transactions at prices ranging from $204.15 to $205.12, 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.
9. Options vested 50% 4 years from the grant date with the remaining 50% vesting 5 years from the grant date.
10. Options vested in four equal annual installments beginning October 3, 2017.
Remarks:
/s/ Daniela Gutierrez, as Attorney-in-Fact 10/15/2025
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What did Vistra (VST)’s CEO report in this Form 4?

Multiple option exercises at $14.03 and $19.68, open‑market share sales, and a 27,893‑share gift during Oct 10–14, 2025 under a Rule 10b5‑1 plan.

Which sales prices were disclosed for VST shares?

Reported sales include $209.76, $208.50, $201.12, $205.29, and a weighted‑average of $204.74 (range $204.15–$205.12).

How many VST shares does the insider directly own after these trades?

Direct beneficial ownership is 277,315 shares after the reported transactions.

Were the trades under a 10b5‑1 plan?

Yes. The filing states the transactions were under a Rule 10b5‑1 plan adopted on June 12, 2025.

What indirect holdings were disclosed for the VST insider?

Indirect holdings include 701,514 shares (JAMEB, LP), 34,000 shares (James A. Burke 2012 Trust), and 259 shares (Marti E. Burke 2012 Trust).

Did the filing include a gift transaction?

Yes. A 27,893‑share gift was reported at a price of $0.