VSTS Form 4: William Seward Receives 80,000 RSUs with Multi-Year Vesting

Rhea-AI Filing Summary

Vestis Corporation (VSTS) reporting person William J. Seward, EVP & Chief Operating Officer, received a grant of 80,000 restricted stock units (RSUs) on 08/25/2025. The RSUs were reported with a grant price of $0 and a post-transaction beneficial ownership of 210,861.594 shares. The filing explains the RSUs vest in two tranches: two-thirds vest on the second anniversary of grant and one-third vest on the third anniversary. The Form 4 was signed on behalf of Mr. Seward by attorney-in-fact Brian J. Casey on 08/26/2025. The disclosure indicates a non-derivative equity award; no cash purchase or sale proceeds are reported.

Positive

• Management alignment: Grant of 80,000 RSUs ties the EVP's compensation to long-term shareholder value through vesting over two to three years.
• Retention focus: Vesting schedule (two-thirds at year two, one-third at year three) supports executive retention.

Negative

• No performance conditions disclosed: RSUs appear purely time-based, which may provide less explicit performance alignment than performance-based awards.
• Potential dilution not quantified: Filing does not disclose company share count or dilutive impact of the award.

Insights

Securities Analyst

TL;DR: EVP received a standard RSU grant of 80,000 shares with multi-year vesting, increasing reported beneficial ownership to 210,861.594 shares.

This Form 4 documents an equity compensation award to a named executive officer rather than a market transaction. The grant price of $0 and the specified vesting schedule indicate these are restricted stock units that will convert to common shares if and when vested. For investors and governance monitors, the filing signals management retention incentives and increases insider alignment with equity performance over a two- to three-year period. No derivative instruments, exercises, or sales are disclosed that would change immediate free float.

Compensation Governance Specialist

TL;DR: The award is a time-based retention grant: two-thirds at year two, one-third at year three, typical for senior executives.

From a compensation governance perspective, the structure is conventional: multi-year vesting encourages retention and long-term alignment. The Form 4 does not disclose performance conditions, indicating purely time-based RSUs. The increase to 210,861.594 beneficially owned shares should be tracked relative to outstanding shares to assess dilution, but this Form 4 does not provide total share count or potential dilutive impact.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Seward William J.

Role EVP & Chief Operating Officer

Type	Security	Shares	Price	Value
Grant/Award	Common Stock, par value $0.01 per share	80,000	$0.00	--

Holdings After Transaction: Common Stock, par value $0.01 per share — 210,861.594 shares (Direct)

Footnotes (1)

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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).

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^*

Seward William J.

(Last) (First) (Middle)

VESTIS CORPORATION

1035 ALPHARETTA STREET, SUITE 2100

(Street)

ROSWELL GA 30075

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Vestis Corp [ VSTS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP & Chief Operating Officer

3. Date of Earliest Transaction (Month/Day/Year)
08/25/2025

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, par value $0.01 per share	08/25/2025		A		80,000(1)	A	$0	210,861.594	D

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. Represents restricted stock units, two-thirds of which vest on the second anniversary of the date of grant and one-third of which vest on the third anniversary of the date of grant.

Remarks:

	/s/ Brian J. Casey, as Attorney-in-fact	08/26/2025
	** 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.

FAQ

What transaction did William J. Seward report on the Form 4 for VSTS?

The filing reports a grant of 80,000 restricted stock units (RSUs) to William J. Seward on 08/25/2025.

What is the vesting schedule for the RSUs granted to the EVP of Vestis (VSTS)?

Two-thirds of the RSUs vest on the second anniversary of the grant date and one-third vests on the third anniversary.

How many shares does William J. Seward beneficially own after the reported transaction?

The Form 4 reports 210,861.594 shares beneficially owned following the transaction.

Was there any cash payment for the securities reported on this Form 4?

No cash payment is reported; the grant price is shown as $0.

Who signed the Form 4 and when was it signed?

The Form 4 was signed by attorney-in-fact Brian J. Casey on 08/26/2025.