09/11/2025 | Press release | Distributed by Public on 09/11/2025 14:26
FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) |
4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
GEN Contingent Value Rights | (3) | (3) | 04/17/2027 | Common Stock | 51,140 | 51,140 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Chrystal John C 60 E. RIO SALADO PARKWAY SUITE 1000 TEMPE, AZ 85281 |
X |
/s/ Kathryn White, as attorney-in-fact for John Chrystal | 09/10/2025 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Annual non-employee director equity award. The RSUs will vest 100% on the earlier of September 9, 2026, or the next annual meeting, and subject to service through the respective vesting date. |
(2) | Annual non-employee director retainer fee issued in stock. The RSUs will vest 25% on December 1, 2025, March 1, 2026, June 1, 2026, and September 1, 2026, subject to service through the respective vesting dates. |
(3) | Pursuant to the Contingent Value Rights Agreement dated April 17, 2025, (the CVR Agreement"), each GENVR share entitles the holder a conditional payment of $23.00 in Gen Digital Inc.'s common stock (GEN), par value $0.01 per share, if, on any date prior to April 17, 2027, (i) each GEN share trades at an average volume-weighted price of at least $37,50 per share for more than 30 consecutive trading days within the period from December 10, 2024 to April 17, 2027 or (ii) Gen undergoes a change of control. |