Tax withholding reduces Powerfleet (AIOT) officer’s vested shares, no sale

Rhea-AI Filing Summary

Powerfleet, Inc. officer Melissa Rose Ingram reported a tax-related share withholding. On the reported date, 12,018 shares of common stock were withheld by Powerfleet, Inc. to cover tax obligations arising from the vesting of previously granted restricted stock awards. The footnote states that the reporting person did not sell any shares on the transaction date. After this withholding, she directly owned 261,674 shares of common stock.

Insider Trade Summary

Net Seller: 12,018 shares

Net Sell 1 txn

Insider Ingram Melissa Rose

Role See remarks

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Common Stock, par value $0.01 per share	12,018	$4.57	$55K

Holdings After Transaction: Common Stock, par value $0.01 per share — 261,674 shares (Direct)

Footnotes (1)

1. F1. These shares were withheld by Powerfleet, Inc. to satisfy tax withholding obligations upon the vesting of restricted stock awards previously made to the reporting person. The reporting person did not sell any shares on the transaction date.

FAQ

What insider transaction did Powerfleet (AIOT) report for Melissa Rose Ingram?

Powerfleet reported that officer Melissa Rose Ingram had 12,018 common shares withheld to satisfy tax obligations from vesting restricted stock awards. This was a tax-withholding disposition by the company, not an open-market sale by the officer.

Did the Powerfleet (AIOT) officer sell shares in this Form 4 filing?

No, the filing states the officer did not sell any shares on the transaction date. Instead, Powerfleet withheld 12,018 vested shares to cover tax liabilities tied to previously granted restricted stock awards.

How many Powerfleet (AIOT) shares were withheld for taxes in this Form 4?

The company withheld 12,018 shares of Powerfleet common stock to satisfy tax withholding obligations. These shares were related to the vesting of restricted stock awards that had been previously granted to the reporting officer.

How many Powerfleet (AIOT) shares does Melissa Rose Ingram hold after the transaction?

Following the tax-withholding disposition, Melissa Rose Ingram directly owned 261,674 shares of Powerfleet common stock. This figure reflects her reported direct ownership after 12,018 vested shares were withheld by the company for tax purposes.

What does transaction code F mean in the Powerfleet (AIOT) Form 4?

Transaction code F indicates shares were disposed of to pay an exercise price or tax liability. Here, 12,018 Powerfleet shares were withheld by the company to satisfy tax withholding obligations when restricted stock awards vested for the officer.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 02/27/2026 - 05:08 PM Learn about SEC filing dates

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

OMB APPROVAL

OMB Number:			3235-0287
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hours per response:			0.5

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^*

Ingram Melissa Rose

(Last) (First) (Middle)

C/O POWERFLEET, INC.

123 TICE BOULEVARD

(Street)

WOODCLIFF LAKE NJ 07677

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Powerfleet, Inc. [ AIOT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	See remarks

3. Date of Earliest Transaction (Month/Day/Year)
07/27/2025

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	07/27/2025		F		12,018(1)	D	$4.57	261,674	D

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. These shares were withheld by Powerfleet, Inc. to satisfy tax withholding obligations upon the vesting of restricted stock awards previously made to the reporting person. The reporting person did not sell any shares on the transaction date.

Remarks:

Melissa Rose Ingram is the Chief Corporate Development Officer of Powerfleet, Inc.

	/s/ David Wilson, as Attorney-In-Fact	02/27/2026
	** 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.