Form: 4

Statement of changes in beneficial ownership of securities

October 4, 2023

SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP


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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 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
  
 Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
MCKEE LYNN
(Last) (First) (Middle)
VESTIS CORPORATION
500 COLONIAL CENTER PARKWAY, SUITE 140
(Street)
ROSWELL GA 30076
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Vestis Corp [ VSTS ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
10/02/2023
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock, par value $0.01 per share 10/02/2023 A 2,744(1)(2) A $0 137,996 D
Common Stock, par value $0.01 per share 10/02/2023 A 10,583(2)(3) A $0 148,579 D
Common Stock, par value $0.01 per share 25,000 I See footnote(4)(5)
Common Stock, par value $0.01 per share 32,895 I By trusts(6)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. Represents a grant of deferred stock units, which will vest on January 31, 2024, subject to the Reporting Person's continued service, and, if vested, will be settled in shares of Vestis common stock on the first day of the seventh month after the date of the Reporting Person's departure from the board.
2. Each stock unit represents the right to receive, at settlement, one share of Vestis common stock.
3. Represents a special grant of deferred stock units, which is 100% vested upon grant, and will be settled in shares of Vestis common stock on the first day of the seventh month after the date of the Reporting Person's departure from the board.
4. These shares are held by a limited partnership for which the Reporting Person serves as a general partner.
5. On October 3, 2023, the Reporting Person filed a Form 4 which inadvertently included shares owned directly with the indirect holdings following the reported transaction. The amount of shares should have been 25,000 shares of Vestis common stock. There is no change to the transaction.
6. On October 3, 2023, the Reporting Person filed a Form 4 which inadvertently included shares owned directly with the indirect holdings following the reported transaction. The amount of shares should have been 32,895. There is no change to the transaction.
Remarks:
The Reporting Person disclaims beneficial ownership of all indirectly held securities except to the extent of her pecuniary interest therein.
/s/ Timothy Donovan, General Counsel, as Attorney-in-fact 10/04/2023
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.