Arrive AI (ARAI) CFO awarded 792,452 performance-based RSUs

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Arrive AI Inc. Chief Financial Officer Todd Alan Pepmeier reported equity compensation changes on March 31, 2026. A prior grant of Restricted Stock Units vested into 35,488 common shares, with 11,641 shares relinquished to cover taxes, leaving 23,847 shares held directly.

Pepmeier also received a new award of 792,452 Restricted Stock Units under the 2023 Equity Incentive Plan. These RSUs are scheduled to vest in three tranches of 264,150, 264,150, and 264,152 shares from 2027 through 2029, subject to company performance objectives. The transactions reflect stock-based compensation rather than open-market buying or selling.

Insider Trade Summary

35,488 shares exercised/converted

Mixed 4 txns

Insider Pepmeier Todd Alan

Role Chief Financial Officer

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Award	35,488	$0.00	--
Grant/Award	Restricted Stock Award	792,452	$0.00	--
Grant/Award	Common Stock	35,488	$0.00	--
Tax Withholding	Common Stock	11,641	$0.00	--

Holdings After Transaction: Restricted Stock Award — 70,976 shares (Direct); Common Stock — 35,488 shares (Direct)

Footnotes (1)

These securities are vested shares from Restricted Stock Units (RSUs) which were granted on December 31, 2025. Amount shown represents vested shares of 35,488, less shares relinquished to cover taxes (11,641 shares). The shares have been issued pursuant to the Company's 2023 Equity Incentive Plan. Represents the gross number of shares vesting from RSUs which were granted on December 31, 2025, and vested on March 31, 2026. RSUs were granted on March 31, 2026, which vest as follows: (i) 264,150 shares on March 31, 2027; (ii) 264,150 shares on March 31, 2028; and (iii) 264,152 shares on March 31, 2029, subject to achievement of company performance objectives. The RSUs have been issued pursuant to the Company's 2023 Equity Incentive Plan. The RSUs do not expire, they either vest or are canceled prior to vesting date.

Key Figures

RSUs vested: 35,488 shares Tax withholding shares: 11,641 shares Common shares held after vesting: 23,847 shares +4 more

7 metrics

RSUs vested 35,488 shares RSUs granted December 31, 2025, vested March 31, 2026

Tax withholding shares 11,641 shares Shares relinquished to cover taxes on vesting

Common shares held after vesting 23,847 shares Direct ownership after tax-withholding disposition

New RSU grant 792,452 RSUs Granted March 31, 2026 under 2023 Equity Incentive Plan

First vesting tranche 264,150 RSUs Scheduled to vest March 31, 2027, if performance objectives met

Second vesting tranche 264,150 RSUs Scheduled to vest March 31, 2028, if performance objectives met

Third vesting tranche 264,152 RSUs Scheduled to vest March 31, 2029, if performance objectives met

Key Terms

Restricted Stock Units (RSUs), tax-withholding disposition, 2023 Equity Incentive Plan, performance objectives, +1 more

5 terms

Restricted Stock Units (RSUs) financial

"These securities are vested shares from Restricted Stock Units (RSUs) which were granted on December 31, 2025."

Restricted stock units (RSUs) are a type of company promise to give employees shares of stock in the future, usually after certain conditions like working for a set time. They are like a gift promised today that you receive later, which can become valuable if the company's stock price goes up. RSUs matter because they are a way companies reward employees and can be a significant part of compensation.

tax-withholding disposition financial

"Payment of exercise price or tax liability by delivering securities"

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

2023 Equity Incentive Plan financial

"The shares have been issued pursuant to the Company's 2023 Equity Incentive Plan."

performance objectives financial

"subject to achievement of company performance objectives."

Restricted Stock Award financial

"security_title": "Restricted Stock Award""

A restricted stock award is company shares given to an employee or executive that cannot be sold or fully owned until certain conditions—like staying with the company for a set time or hitting performance targets—are met. Think of it as a gift that only becomes yours after you fulfill specific obligations; for investors, these awards matter because they can increase the total shares outstanding when they vest, reveal how management is being paid and motivated, and create potential selling pressure when restrictions lift.

Form 4 Insider Transactions: What Each Field Means →

04/02/2026 - 04:05 PM

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
Estimated average burden
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^*

Pepmeier Todd Alan

(Last)

(First)

(Middle)

C/O ARRIVE AI INC.

9100 FALL VIEW DRIVE

(Street)

FISHERS,

INDIANA

46037

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Arrive AI Inc. [ ARAI ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Financial Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/31/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	03/31/2026		A		35,488⁽¹⁾	A	$0	35,488	D
Common Stock	03/31/2026		F		11,641⁽¹⁾	D	$0	23,847	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Award	$0	03/31/2026		M		35,488		⁽²⁾	⁽⁴⁾	Common Stock	35,488	$0	70,976	D
Restricted Stock Award	$0	03/31/2026		A		792,452		⁽³⁾	⁽⁴⁾	Common Stock	792,452	$0	792,452	D

Explanation of Responses:

1. These securities are vested shares from Restricted Stock Units (RSUs) which were granted on December 31, 2025. Amount shown represents vested shares of 35,488, less shares relinquished to cover taxes (11,641 shares). The shares have been issued pursuant to the Company's 2023 Equity Incentive Plan.

2. Represents the gross number of shares vesting from RSUs which were granted on December 31, 2025, and vested on March 31, 2026.

3. RSUs were granted on March 31, 2026, which vest as follows: (i) 264,150 shares on March 31, 2027; (ii) 264,150 shares on March 31, 2028; and (iii) 264,152 shares on March 31, 2029, subject to achievement of company performance objectives. The RSUs have been issued pursuant to the Company's 2023 Equity Incentive Plan.

4. The RSUs do not expire, they either vest or are canceled prior to vesting date.

	/s/ Todd Pepmeier	04/02/2026
	** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did Arrive AI (ARAI) report for its CFO?

Arrive AI reported that CFO Todd Alan Pepmeier had RSUs vest into 35,488 common shares, with 11,641 shares withheld for taxes, and received a new 792,452-share RSU grant. These are compensation-related equity awards, not open-market trades.

How many Arrive AI (ARAI) shares did the CFO receive after tax withholding?

After 35,488 RSUs vested and 11,641 shares were relinquished to cover taxes, CFO Todd Alan Pepmeier held 23,847 Arrive AI common shares directly. The tax withholding was a non-market disposition tied to the vesting event.

What is the size of the new RSU grant to Arrive AI (ARAI) CFO?

The CFO received a new grant of 792,452 Restricted Stock Units under Arrive AI’s 2023 Equity Incentive Plan. These RSUs represent a large stock-based compensation award structured to vest over several years if performance objectives are achieved.

When will the new Arrive AI (ARAI) RSUs granted to the CFO vest?

The 792,452 RSUs granted to the CFO are scheduled to vest in three tranches: 264,150 shares on March 31, 2027, 264,150 shares on March 31, 2028, and 264,152 shares on March 31, 2029, subject to company performance objectives.

Were the Arrive AI (ARAI) CFO’s transactions open-market stock purchases or sales?

The reported transactions were not open-market purchases or sales. They involved RSUs vesting into shares, a tax-withholding share disposition, and a new RSU grant. All events are compensation-related under Arrive AI’s 2023 Equity Incentive Plan.