Form 4: Vistra CEO Reports Future Tax-Related Stock Disposition

Vistra Corp.'s President and CEO, James A. Burke, reported a future tax-related disposition of 1,141 common shares under a Rule 10b5-1 plan.

Summary

• James A. Burke, President and CEO of Vistra Corp., reported a disposition of 1,141 shares of common stock.
• The transaction is scheduled for November 20, 2025, and represents the withholding of shares by the Issuer to pay taxes due under restricted stock units.
• The shares were disposed of at a price of $174.69 per share.
• Following this transaction, Mr. Burke will beneficially own 297,998 shares directly and 735,773 shares indirectly through JAMEB, LP, and two irrevocable trusts.
• The transaction was made pursuant to a Rule 10b5-1 plan, indicating it was pre-scheduled and not within the reporting person's discretionary control at the time of the transaction.

Sentiment

Score: 5

Explanation: The transaction is a routine, non-discretionary tax withholding event related to restricted stock units, which is neutral in terms of market sentiment and does not indicate any operational or financial performance changes.

Future Outlook

The filing reports a future transaction date of November 20, 2025, for tax withholding under a pre-arranged Rule 10b5-1 plan. This indicates a planned, non-discretionary event related to executive compensation.

Management Comments

• This transaction represents the withholding by the Issuer of shares to pay taxes due under the restricted stock units.
• The timing and amount of the transaction were determined by the terms of the applicable restricted stock unit award and were not within the control of the Reporting Person.

Industry Context

This is a routine insider transaction report, common for executives of publicly traded companies receiving equity compensation. It reflects standard tax planning and compliance rather than specific industry trends or competitive positioning.

Comparison to Industry Standards

• Tax withholding from restricted stock units is a standard practice for executive compensation across all industries, aligning with typical corporate governance and compensation structures.

Related Party Transactions

• Disclosure of indirect beneficial ownership includes shares held by JAMEB, LP, a limited partnership jointly owned by Mr. Burke and his spouse, and shares held by two irrevocable trusts (the James A. Burke 2012 Irrevocable Trust and the Marti E. Burke 2012 Irrevocable Trust).

Stakeholder Impact

• Minimal impact on shareholders as this is a routine, non-discretionary tax withholding event related to executive compensation.
• No direct impact on employees, customers, suppliers, or creditors is indicated by this filing.

Key Dates

Keywords

Vistra Corp, VST, James A. Burke, Insider Transaction, Form 4, Stock Sale, Restricted Stock Units, Tax Withholding, 10b5-1 Plan, CEO