VST CEO executes 48,000-option exercise, sells ~42.7K shares
Rhea-AI Filing Summary
Vistra Corp. (VST) reporting person James A. Burke, who is President, CEO and a director, executed stock option exercises and related share sales under a Rule 10b5-1 plan adopted on 06/12/2025. On 10/02/2025 and 10/03/2025 he exercised a total of 48,000 options with an exercise price of $19.68 and acquired the same number of shares.
Concurrent with those exercises, the filing shows total reported sales of approximately 42,742 shares (including shares sold to cover taxes and for cashless exercise) at weighted-average prices around $204.06 to $205.73. After the transactions, Mr. Burke beneficially owns 277,815 shares directly and an additional 701,514 shares indirectly via JAMEB, LP, plus holdings in two irrevocable trusts, for a combined meaningful ownership position.
Positive
- Transactions executed under a Rule 10b5-1 plan, indicating pre-authorization and reduced concerns about opportunistic timing
- Options exercised at $19.68 strike while share sales occurred above $204, implying substantial intrinsic value realized
Negative
- Large share sales totaling ~42,742 shares were reported, which could modestly increase float available to the market
- Significant portion of option proceeds used to pay taxes and settle exercises, indicating most exercised shares were not retained
Insights
Insider executed option exercises and sold most of the resulting shares under a pre-established 10b5-1 plan.
The reporting person exercised 48,000 options at an exercise price of $19.68, receiving 48,000 common shares that were subsequently partly sold through transactions at weighted-average prices around $204.06–$205.73. The filing states the trades were effected under a Rule 10b5-1 trading plan adopted 06/12/2025, which indicates the transactions were pre-authorized.
The main dependency is the 10b5-1 plan terms; investors should note these sales include shares sold for cashless exercise and to pay taxes. Near term, monitor any future Form 4s for additional scheduled sales under the plan and changes in total beneficial ownership.
Substantial option exercises at low strike relative to market produced significant gross proceeds, with most shares sold to cover obligations.
The exercised options carried a $19.68 strike while sale prices were above $204, creating a large intrinsic gain per share at exercise. The filing discloses approximately 2,322 and 2,314 shares were sold in the two exercises for cashless settling and around 8,534 and 8,538 shares sold to satisfy tax withholding, respectively, showing routine tax-related dispositions tied to option exercises.
Implications include increased realized proceeds for the reporting person and no immediate change to the option grant schedule; options retain remaining exercisability and vesting structure noted in the filing with final vesting dates through 04/09/2027. Watch for additional tax-related or planned sales as options vest.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | 2018 Employee Stock Option (right to buy) | 24,000 | $0.00 | -- |
| Exercise | Common Stock | 24,000 | $19.68 | $472K |
| Sale | Common Stock | 21,282 | $204.82 | $4.36M |
| Sale | Common Stock | 89 | $205.73 | $18K |
| Exercise | 2018 Employee Stock Option (right to buy) | 24,000 | $0.00 | -- |
| Exercise | Common Stock | 24,000 | $19.68 | $472K |
| Sale | Common Stock | 21,371 | $204.06 | $4.36M |
| 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) 2,322 shares sold for the cashless exercise of the stock options; and (ii) 8,534 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 $204.04 to $204.295, 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. These sales include an aggregate of approximately (i) 2,314 shares sold for the cashless exercise of the stock options; and (ii) 8,538 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 $204.68 to $205.58, 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.
