Hoya Topco, LLC - 30 Oct 2025 Form 4 Insider Report for Vivid Seats Inc. (SEAT)

Source evidence Original filing metadata and source links for verification. 4 source fields
SEC form
4
Accepted by SEC
03 Nov 2025, 21:00:03 UTC
Prior SEC filing
13 Dec 2023
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
Hoya Topco, LLC, By: /s/ Mark Anderson, Manager

Key filing fact

Hoya Topco, LLC filed Form 4 for Vivid Seats Inc. (SEAT) on 03 Nov 2025.

Key facts

  • This page summarizes Hoya Topco, LLC's Form 4 filing for Vivid Seats Inc. (SEAT).
  • 11 reported transactions and 6 derivative rows are listed below.
  • Accepted by SEC: 03 Nov 2025, 21:00.

Change

  • Previous filing in this sequence was filed on 13 Dec 2023.
  • Current net transaction value: $0.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reporting Owners (1)

CIK 0001668426 Primary reporting owner

Hoya Topco, LLC

Relationship
10%+ Owner
Address
300 NORTH LASALLE STREET, SUITE 5600, CHICAGO
Signature
Hoya Topco, LLC, By: /s/ Mark Anderson, Manager
Signature date
03 Nov 2025

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

SEAT transaction

Class B Common Stock

Other

Transaction value
$0
Shares
-1,506,737
Change %
-40%
Price
$0.000000
Shares after
2,304,513
Date
30 Oct 2025
Ownership
Direct
Footnotes
F1, F2
SEAT transaction

Class A Common Stock

Award

Transaction value
Shares
+243,691
Change %
Price
Shares after
243,691
Date
31 Oct 2025
Ownership
Direct
Footnotes
F3
SEAT transaction

Class A Common Stock

Conversion of derivative security

Transaction value
$0
Shares
+2,304,513
Change %
+946%
Price
$0.000000
Shares after
2,548,204
Date
31 Oct 2025
Ownership
Direct
SEAT transaction

Class A Common Stock

Other

Transaction value
$0
Shares
-2,548,204
Change %
-100%
Price
$0.000000
Shares after
0
Date
31 Oct 2025
Ownership
Direct
Footnotes
F2
SEAT transaction

Class B Common Stock

Other

Transaction value
$0
Shares
-2,304,513
Change %
-100%
Price
$0.000000
Shares after
0
Date
31 Oct 2025
Ownership
Direct
Footnotes
F4

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

SEAT transaction Derivative

LLC Units of Hoya Intermediate, LLC

Other

Transaction value
$0
Shares
-1,506,737
Change %
-40%
Price
$0.000000
Shares after
2,304,513
Date
30 Oct 2025
Ownership
Direct
Underlying class
Class A Common Stock
Underlying amount
1,506,737
Exercise price
Footnotes
F2, F5
SEAT transaction Derivative

Class B Warrants

Other

Transaction value
Shares
-79,068
Change %
-40%
Price
Shares after
120,932
Date
30 Oct 2025
Ownership
Direct
Underlying class
Class B Common Stock
Underlying amount
79,068
Exercise price
Footnotes
F6
SEAT transaction Derivative

LLC Units of Hoya Intermediate, LLC

Conversion of derivative security

Transaction value
$0
Shares
-2,304,513
Change %
-100%
Price
$0.000000
Shares after
0
Date
31 Oct 2025
Ownership
Direct
Underlying class
Class A Common Stock
Underlying amount
2,304,513
Exercise price
Footnotes
F5
SEAT transaction Derivative

Class B Warrants

Other

Transaction value
Shares
-120,932
Change %
-100%
Price
Shares after
0
Date
31 Oct 2025
Ownership
Direct
Underlying class
Class B Common Stock
Underlying amount
120,932
Exercise price
Footnotes
F6
SEAT transaction Derivative

Class A Warrants

Other

Transaction value
Shares
+120,932
Change %
Price
Shares after
120,932
Date
31 Oct 2025
Ownership
Direct
Underlying class
Class A Common Stock
Underlying amount
120,932
Exercise price
Footnotes
F6
SEAT transaction Derivative

Class A Warrants

Other

Transaction value
Shares
-120,932
Change %
-100%
Price
Shares after
0
Date
31 Oct 2025
Ownership
Direct
Underlying class
Class A Common Stock
Underlying amount
120,932
Exercise price
Footnotes
F2, F6
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

Hoya Topco, LLC is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 6 footnotes

Footnote F1

All information in this Form 4 reflects the impact of the Issuer's 1-for-20 reverse stock split on August 5, 2025.

Footnote F2

Represents a pro-rata distribution in-kind by Hoya Topco, LLC to its members for no consideration.

Footnote F3

Issued as consideration for the complete and full termination of all rights and obligations under the Tax Receivable Agreement, dated October 18, 2021 (as amended, restated, supplemented or otherwise modified from time to time, the "TRA"), other than certain terms thereof that will expressly survive.

Footnote F4

Represents the cancellation for no consideration of shares of Class B Common Stock in connection with the exchange of LLC Units of Hoya Intermediate, LLC ("Intermediate Common Units") into shares of Class A Common Stock.

Footnote F5

Intermediate Common Units and an equal number of shares of Class B Common Stock together are exchangeable for shares of Class A Common Stock on a one-for-one basis at the discretion of the holder, subject to certain exceptions, conditions and adjustments, and have no expiration date.

Footnote F6

Pursuant to the terms of the Amended and Restated Corporation Warrant Agreements entered into between the Issuer, the Reporting Persons and the other parties thereto, the Reporting Person's warrants to purchase Class B Common Stock were canceled and converted into 100,000 warrants to purchase Class A Common Stock at $200 per share (the "$200 Class A Warrants") and 100,000 warrants to purchase Class A Common Stock at $300 per share (the "$300 Class A Warrants" and, together with the $200 Class A Warrants, the "Class A Warrants"). The Class A Warrants are presently exchangeable into shares of Class A Common Stock on a one-to-one basis at the discretion of the holder.

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