Form 4: Definitive Healthcare CDO Sells Shares for Tax

Definitive Healthcare's EVP, Chief Data Officer, Benjamin Graboske, disposed of 341,417 shares of Class A Common Stock to cover tax obligations related to accelerated RSU vesting.

Summary

• Benjamin Graboske, EVP, Chief Data Officer of Definitive Healthcare Corp., reported a transaction involving Class A Common Stock.
• On December 22, 2025, 341,417 shares of Class A Common Stock were disposed of at a price of $2.53 per share.
• This disposition was a 'tax withholding' transaction (F transaction code) to satisfy tax obligations arising from the vesting and settlement of previously reported restricted stock units (RSUs).
• The RSUs were granted under the Definitive Healthcare Corp. 2023 Inducement Plan.
• The Human Capital Management and Compensation Committee and Board of Directors approved the acceleration of vesting for these RSUs, making the award 100% vested as of December 22, 2025.
• Following this transaction, Mr. Graboske beneficially owns 676,913 shares of Class A Common Stock.

Sentiment

Score: 5

Explanation: The filing reports a routine insider transaction where an executive disposed of shares to cover tax obligations upon the vesting of restricted stock units. This is a standard event in executive compensation and does not indicate a positive or negative sentiment regarding the company's performance or outlook.

Positives

• The company's Human Capital Management and Compensation Committee and Board of Directors approved the acceleration of vesting for Benjamin Graboske's restricted stock units, resulting in the award becoming 100% vested as of December 22, 2025, which is a positive for the executive.

Future Outlook

N/A

Management Comments

• The Definitive Healthcare Corp. Human Capital Management and Compensation Committee and Board of Directors approved the acceleration of the unvested shares underlying this grant, resulting in the award becoming 100% vested as of December 22, 2025.

Industry Context

This is a routine insider transaction related to executive compensation and tax obligations, common across publicly traded companies, and does not inherently reflect broader industry trends.

Corporate Governance

Related Party Transactions

• Disposition of 341,417 Class A Common Stock shares by EVP, Chief Data Officer Benjamin Graboske to Definitive Healthcare Corp. to satisfy tax withholding obligations related to the vesting and settlement of restricted stock units.

Stakeholder Impact

• Shareholders: The transaction represents a routine tax-related disposition of shares by an executive following RSU vesting, with negligible direct impact on the broader shareholder base.
• Executive (Benjamin Graboske): The executive gains liquidity from the vested shares, with a portion withheld to cover tax liabilities.

Key Dates

Recommendation

This Form 4 filing details a routine insider transaction where an executive sold shares to cover tax obligations upon the vesting of restricted stock units. Such transactions are common and expected as part of executive compensation plans and typically do not reflect a change in the company's fundamental outlook or the executive's confidence. Therefore, it provides no new information that would warrant a change from a 'hold' recommendation.

Keywords

Definitive Healthcare, DH, insider transaction, Form 4, stock sale, RSU, restricted stock units, executive compensation, tax withholding, Benjamin Graboske