Form 4: Vertiv Director Gifts Shares to Estate Planning Trusts

Vertiv Holdings Co Director Roger Fradin and his spouse gifted Class A Common Stock to Grantor Retained Annuity Trusts, maintaining indirect beneficial ownership for estate planning purposes.

Summary

• Roger Fradin, a Director of Vertiv Holdings Co (VRT), reported changes in beneficial ownership of Class A Common Stock.
• On December 19, 2025, Mr. Fradin gifted 18,313 shares of Class A Common Stock, previously directly owned, to the R VRT GRAT 2025 II.
• Mr. Fradin's spouse also gifted 18,313 shares of Class A Common Stock, previously directly owned, to the S VRT GRAT 2025 II on the same date.
• Both GRATs (Grantor Retained Annuity Trusts) are for the benefit of the respective reporting person and their children, with the reporting person maintaining indirect beneficial ownership as trustee and annuitant.
• The transactions were gifts, with a reported price of $0 per share.
• Following these transactions, Mr. Fradin's indirect beneficial ownership includes 18,313 shares via R VRT GRAT 2025 II, 18,313 shares via S VRT GRAT 2025 II, 109,167 shares via R VRT GRAT 2025, 109,166 shares via S VRT GRAT 2025, 50,000 shares via R VRT GRAT 2024 II, and 50,000 shares via S VRT GRAT 2024 II.

Sentiment

Score: 5

Explanation: The filing reports a routine insider transaction for estate planning purposes, which is neutral in terms of company performance or outlook.

Positives

• The transactions represent a structured approach to estate planning by a director, indicating long-term financial planning.
• The director and spouse maintain indirect beneficial ownership of the gifted shares through the GRATs, aligning their interests with shareholders.

Future Outlook

This filing does not contain any forward-looking statements or guidance regarding the company's future performance or outlook.

Industry Context

This Form 4 filing details an insider transaction related to estate planning and does not provide information directly related to broader industry trends or competitive landscape.

Related Party Transactions

• Roger Fradin gifted Class A Common Stock to the R VRT GRAT 2025 II, a Grantor Retained Annuity Trust where he is the trustee and annuitant, and which benefits himself and his children.
• Roger Fradin's spouse gifted Class A Common Stock to the S VRT GRAT 2025 II, a Grantor Retained Annuity Trust where she is the trustee and annuitant, and which benefits herself and her children.

Stakeholder Impact

• Shareholders: Minimal direct impact as the shares remain indirectly beneficially owned by the director and spouse, indicating continued alignment of interests. No shares were sold on the open market.
• Employees, Customers, Suppliers, Creditors: No direct impact from this estate planning transaction.

Key Dates

Keywords

Vertiv Holdings Co, VRT, Roger Fradin, Form 4, Insider Transaction, Class A Common Stock, Grantor Retained Annuity Trust, GRAT, Estate Planning, Beneficial Ownership