[8-K] Vital Energy, Inc. Reports Material Event

Rhea-AI Filing Summary

Metropolitan Bank Holding Corp. (MCB) – Form 4 insider trading report. Executive Vice President Nick Rosenberg sold 1,250 common shares of MCB on 07/03/2025 at a weighted-average price of $75.0516 under a pre-arranged Rule 10b5-1 trading plan adopted on 06/06/2024. The sale represents roughly 4% of his directly held shares.

Following the transaction, Rosenberg still owns 29,589 shares directly as well as 750 shares held indirectly for three children. His remaining direct holdings include restricted stock units (RSUs) granted on 03/01/2023, 03/01/2024 and 03/01/2025 that vest in equal thirds over three years beginning 03/01/2024, 03/01/2025 and 03/01/2026, respectively. No derivative securities were reported as exercised or disposed.

The filing discloses no additional purchases, option exercises or other material events. Because the sale was executed pursuant to a 10b5-1 plan, it may be viewed as routine portfolio management rather than a discretionary sale. Investors may monitor future filings to gauge ongoing insider sentiment.

Positive

• Insider retains a significant 29,589-share direct position, indicating continued alignment with shareholders.
• Sale carried out under a Rule 10b5-1 plan, lowering the likelihood of opportunistic trading and supporting good governance practices.

Negative

• Insider sale, even modest, can be perceived as a lack of near-term confidence and may trigger short-term investor caution.

Insights

Financial Analyst

TL;DR: EVP sold 1,250 shares (≈4% stake) at $75; retains 30k+ shares—signal largely neutral.

The transaction is modest in size (≈$94k) relative to Rosenberg’s remaining ownership and overall MCB float. Continued holding of nearly 30k shares plus unvested RSUs suggests ongoing exposure to company performance. Execution under a Rule 10b5-1 plan reduces signaling value because timing was predetermined. From a valuation perspective, this event alone is unlikely to affect forecasts or multiples.

Corporate Governance Expert

TL;DR: Routine 10b5-1 sale; minimal governance concern; watch future patterns.

Pre-planned trades generally mitigate insider-trading risk and reduce negative perception. The filing provides transparent price ranges and footnotes, fulfilling Section 16 requirements. Unless additional insiders begin selling or larger volumes occur, this isolated event is not impactful for governance assessment.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT PURSUANT TO

SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported): July 8, 2025

VITAL ENERGY, INC.

(Exact name of registrant as specified in charter)

Delaware			001-35380			45-3007926
(State or other jurisdiction of  incorporation or organization)			(Commission File Number)			(I.R.S. Employer Identification No.)

521 E. Second Street			Suite 1000
Tulsa			Oklahoma						74120
(Address of principal executive offices)									(Zip code)

 Registrant's telephone number, including area code: (918) 513-4570

 Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐						Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐						Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐						Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐						Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Exchange Act:

Title of each class			Trading Symbol			Name of each exchange on which registered
Common stock, $0.01 par value			VTLE			New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
						Emerging Growth Company			☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 7.01. Regulation FD Disclosure.

On July 8, 2025, Vital Energy, Inc. (the "Company") issued a press release announcing plans to host a conference call on Thursday, August 7, 2025 at 7:30 am Central Time to discuss its second-quarter 2025 financial and operating results. A copy of the Company's press release has been furnished as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.

In accordance with General Instruction B.2 of Form 8-K, the information furnished under this Item 7.01 of this Current Report on Form 8-K and the exhibit attached hereto are deemed to be "furnished" and shall not be deemed "filed" for the purpose of Section 18 of the Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended (the "Securities Act") or the Exchange Act.

Item 9.01. Financial Statements and Exhibits.

(d)  Exhibits.

Exhibit Number						Description
99.1						Press Release dated July 8, 2025.
104						Cover Page Interactive Data File (formatted as Inline XBRL).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

						VITAL ENERGY, INC.
Date: July 8, 2025			By:			/s/ Bryan J. Lemmerman
						Bryan J. Lemmerman
						Executive Vice President and Chief Financial Officer

FAQ

How many MCB shares did EVP Nick Rosenberg sell?

He sold 1,250 common shares on 07/03/2025.

At what price were the Metropolitan Bank (MCB) shares sold?

The weighted-average price was $75.0516, with individual trades between $75.0137 and $75.2300.

How many MCB shares does Rosenberg still own after the sale?

He holds 29,589 shares directly and 750 shares indirectly for his children.

Was the transaction made under a 10b5-1 plan?

Yes, the sale was executed under a Rule 10b5-1 trading plan adopted on 06/06/2024.

Do the remaining holdings include unvested RSUs?

Yes, the total includes RSUs granted in 2023, 2024 and 2025 that vest in 33.3% tranches beginning 2024-2026.