Natalie Derse - May 8, 2024 Form 4 Insider Report for Gen Digital Inc. (GEN)

Role: CFO
Signature: /s/ Kathryn White, as attorney-in-fact for Natalie Derse
Stock symbol: GEN
Transactions as of: May 8, 2024
Transactions value $: $1,448,267
Form type: 4
Date filed: 5/10/2024, 04:05 PM
Previous filing: May 3, 2024
Next filing: May 14, 2024

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	GEN	Common Stock	Options Exercise	$2.87M	+143K	+42.7%	$20.02	480K	May 8, 2024	Direct
transaction	GEN	Common Stock	Tax liability	-$1.42M	-71.1K	-14.84%	$20.02	408K	May 8, 2024	Direct	F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	GEN	Performance-based Restricted Stock Units (PRUs)	Award	$0	+143K		$0.00	143K	May 8, 2024	Common Stock	143K		Direct	F2
transaction	GEN	Performance-based Restricted Stock Units (PRUs)	Options Exercise	$0	-143K	-100%	$0.00^*	0	May 8, 2024	Common Stock	143K		Direct	F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Represents shares withheld by the issuer to satisfy the reporting person's income tax withholding and remittance obligations in connection with the net settlement of the Performance-based Restricted Stock Units ("PRUs") and does not represent a sale.
F2	The Participant received a grant of PRUs which vested based on the Issuer's achievement of two equally weighted metrices: target total shareholder return (TSR) and target compound annual growth rate (CAGR), over a performance period of three years. The potential payout ranged from 0% to 200% and the final determination was certified by the Issuer's Compensation and Leadership Development Committee. The initial award of 82,100 shares of PRUs was granted on May 10, 2021, the performance period ended on March 29, 2024, and the performance criteria was subsequently determined to have been met at 174.76% of the target, resulting in the vesting of 143,478 PRU shares.

Content

Represents shares withheld by the issuer to satisfy the reporting person's income tax withholding and remittance obligations in connection with the net settlement of the Performance-based Restricted Stock Units ("PRUs") and does not represent a sale.

The Participant received a grant of PRUs which vested based on the Issuer's achievement of two equally weighted metrices: target total shareholder return (TSR) and target compound annual growth rate (CAGR), over a performance period of three years. The potential payout ranged from 0% to 200% and the final determination was certified by the Issuer's Compensation and Leadership Development Committee. The initial award of 82,100 shares of PRUs was granted on May 10, 2021, the performance period ended on March 29, 2024, and the performance criteria was subsequently determined to have been met at 174.76% of the target, resulting in the vesting of 143,478 PRU shares.