Management Change/Compensation Form 8 K

Item 5.02.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On October 18, 2024, Tom Ehrhart notified Vivid Seats Inc. (the "Company") of his resignation from the Company's Board of Directors (the "Board"), effective November 1, 2024. The resignation is in connection with the Company's phased-in compliance with the rules of the Nasdaq Stock Market LLC (the "Nasdaq Rules") applicable to a former "controlled company" (as defined in the Nasdaq Rules). The resignation is not because of a disagreement with the Company on any matter relating to the Company's operations, policies or practices.

As previously disclosed, on August 1, 2024, the Board elected Adam Stewart as a director, contingent and effective immediately upon the resignation described above. Mr. Stewart's previously disclosed election to the Board and its Nominating and Corporate Governance Committee will therefore be effective November 1, 2024.