Form 4: Getty Images CTO Sells Shares for Tax Obligations
Insider Transaction Report
Getty Images Holdings, Inc. Chief Technology Officer Nathaniel Gandert sold 4,199 shares of Class A Common Stock to cover tax withholding obligations.
Summary
- Nathaniel Gandert, Chief Technology Officer of Getty Images Holdings, Inc., reported a sale of 4,199 shares of Class A Common Stock.
- The transaction occurred on September 24, 2025, and was a non-discretionary sale to cover mandatory tax withholding obligations.
- The sale was in connection with the vesting and settlement of restricted stock units and performance restricted stock units.
- The transaction was executed pursuant to a Rule 10b5-1 trading plan, which was adopted in award agreements dated March 16, 2023.
- The shares were sold at a weighted average price of $2.03 per share, with individual trades ranging from $1.97 to $2.15.
- Following this transaction, Nathaniel Gandert beneficially owns 550,939 shares of Class A Common Stock.
- A Power of Attorney was granted on July 24, 2025, appointing Kjelti Kellough, Jennifer Leyden, and Heather Wilde to handle SEC filings on behalf of Nathaniel Gandert.
Sentiment
Score: 5
Explanation: The filing reports a routine, non-discretionary insider sale for tax purposes, which is a neutral event and does not reflect positively or negatively on the company's operational performance or future prospects.
Future Outlook
No specific forward-looking statements or guidance were provided in this filing.
Management Comments
- The non-discretionary sales to cover mandatory tax withholding obligations in connection with the vesting and settlement of restricted stock units and performance restricted stock units reported in this Form 4 were effected pursuant to Rule 10b5-1 trading plan instructions adopted in connection by the Reporting Person in award agreements, dated March 16, 2023, for the respective equity grants.
Industry Context
This filing reports a routine insider transaction for tax purposes, which is common for executives receiving equity compensation. It does not provide insights into broader industry trends or competitive positioning.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Power of Attorney Grant | Nathaniel Gandert granted a Power of Attorney to Kjelti Kellough, Jennifer Leyden, and Heather Wilde to prepare, execute, and file SEC forms, schedules, and other documents, including Forms 3, 4, 5, and 144. | July 24, 2025 | Streamlines the process for SEC compliance for the reporting person, ensuring timely and accurate filings by authorized company personnel. |
Stakeholder Impact
- Shareholders: Minimal impact, as this is a routine, pre-planned sale for tax purposes and not indicative of a change in management's outlook or company fundamentals.
Next Steps
- The Reporting Person undertakes to provide upon request to the SEC staff, the Issuer, or a security holder of the Issuer full information regarding the number of shares and prices at which the transaction was effected.
Key Dates
| Date | Description |
|---|---|
| March 16, 2023 | Date of award agreements for equity grants and adoption of Rule 10b5-1 trading plan. |
| July 24, 2025 | Date Power of Attorney was executed by Nate Gandert. |
| September 24, 2025 | Date of transaction: sale of 4,199 shares of Class A Common Stock. |
| September 26, 2025 | Date the Form 4 was signed by Kjelti Kellough, as attorney-in-fact for Nathaniel Gandert. |
Recommendation
holdThe transaction reported is a non-discretionary sale by a company officer to cover mandatory tax withholding obligations upon the vesting of equity awards, executed under a pre-established Rule 10b5-1 trading plan. Such routine, pre-planned sales are generally not indicative of management's view on the company's future prospects and do not typically warrant a change in investment recommendation.
Keywords
Getty Images, GETY, insider transaction, Form 4, stock sale, CTO, Nathaniel Gandert, equity awards, restricted stock units, 10b5-1 plan, tax withholding
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