BETA Technologies CTO receives 33,467 performance shares

Available on EDGAR 11/12/2026 - 04:30 PM EST Accepted by SEC EDGAR 11/12/2026 - 04:30 PM EST Learn about SEC filing dates

Rhea-AI Filing Summary

BETA Technologies, Inc. Chief Technology Officer and director David Lawrence Churchill reported receiving 33,467 Class A shares on November 9, 2026, when performance-based restricted stock units vested. The issuer withheld 16,885 shares that day for tax obligations tied to PSU settlement and 6,807 shares on November 10 for tax obligations tied to restricted stock unit settlement, at reported prices of $28.52 and $28.09 per share, respectively. A separate entry lists 3,602 Class A shares held indirectly by his domestic partner; Churchill disclaims beneficial ownership except to the extent of his pecuniary interest.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Churchill David Lawrence

Role CHIEF TECHNOLOGY OFFICER

Type	Security	Shares	Price	Value
Tax Withholding	Class A common stock F3	6,807	$28.09	$191K
Grant/Award	Class A common stock F1	33,467	$0.00	$0.00
Tax Withholding	Class A common stock F2	16,885	$28.52	$482K
Holding	Class A common stock F4	--	--	--

Holdings After Transaction: Class A common stock — 562,422 shares (Direct); Class A common stock — 3,602 shares (Indirect, By Domestic Partner)

Holdings Before and After: Class A common stock, 552,647 to 562,422 shares (Direct)

Footnotes (4)

1. F1. Represents shares of Class A common stock received upon the vesting of performance-based restricted stock units ("PSUs") awarded to the Reporting Person on October 9, 2026, which vested based on the Issuer's satisfaction of certain performance criteria.
2. F2. Represents shares of Class A common stock withheld by the Issuer, at the Issuer's sole option, to satisfy tax withholding obligations in connection with the settlement of PSUs.
3. F3. Represents shares of Class A common stock withheld by the Issuer, at the Issuer's sole option, to satisfy tax withholding obligations in connection with the settlement of restricted stock units.
4. F4. The Reporting Person disclaims beneficial ownership of such securities except to the extent of their pecuniary interest therein.

Key Figures

Class A shares received: 33,467 shares Shares withheld for PSU tax obligations: 16,885 shares Shares withheld for RSU tax obligations: 6,807 shares +3 more

6 metrics

Class A shares received 33,467 shares PSU vesting on November 9, 2026

Shares withheld for PSU tax obligations 16,885 shares November 9, 2026; reported price $28.52 per share

Shares withheld for RSU tax obligations 6,807 shares November 10, 2026; reported price $28.09 per share

Reported withholding price $28.52 per share PSU settlement withholding on November 9, 2026

Reported withholding price $28.09 per share Restricted stock unit settlement withholding on November 10, 2026

Indirect Class A shares held by domestic partner 3,602 shares Churchill disclaims beneficial ownership except to the extent of his pecuniary interest

Key Terms

performance-based restricted stock units, restricted stock units

2 terms

performance-based restricted stock units financial

"shares received upon the vesting of performance-based restricted stock units"

Performance-based restricted stock units are a type of employee equity award that converts into company shares only if predefined financial or operational targets are met over a set period. Think of it like a bonus check that becomes stock only when specific goals are hit; it ties pay to results, aligning managers’ incentives with shareholders. Investors care because these awards affect future share count, executive incentives, and signal how management’s success will be measured and rewarded.

restricted stock units financial

"settlement of restricted stock units"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many BETA shares did David Lawrence Churchill receive and have withheld?

Churchill received 33,467 Class A shares upon PSU vesting on November 9, 2026. The issuer withheld 16,885 shares for PSU tax obligations that day and 6,807 shares for RSU tax obligations on November 10, at reported prices of $28.52 and $28.09 per share, respectively.

Why were BETA shares withheld from Churchill’s PSU and RSU settlements?

The issuer withheld the shares, at its sole option, to satisfy tax withholding obligations connected with settlement of the PSUs and restricted stock units.

What performance conditions applied to David Lawrence Churchill’s BETA PSU shares?

The 33,467 shares were received upon vesting of PSUs awarded October 9, 2026. The PSUs vested based on BETA’s satisfaction of certain performance criteria.

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

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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^*

Churchill David Lawrence

(Last) (First) (Middle)

C/O BETA TECHNOLOGIES, INC.

1150 AIRPORT AVENUE

(Street)

SOUTH BURLINGTON VERMONT 05403

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
BETA Technologies, Inc. [ BETA ]

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CHIEF TECHNOLOGY OFFICER

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
11/09/2026

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)
			Code	V	Amount	(A) or (D)	Price
Class A common stock	11/09/2026		A		33,467(1)	A	$0	586,114	D
Class A common stock	11/09/2026		F		16,885(2)	D	$28.52	569,229	D
Class A common stock	11/10/2026		F		6,807(3)	D	$28.09	562,422	D
Class A common stock								3,602	I	By Domestic Partner(4)

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 shares of Class A common stock received upon the vesting of performance-based restricted stock units ("PSUs") awarded to the Reporting Person on October 9, 2026, which vested based on the Issuer's satisfaction of certain performance criteria.

2. Represents shares of Class A common stock withheld by the Issuer, at the Issuer's sole option, to satisfy tax withholding obligations in connection with the settlement of PSUs.

3. Represents shares of Class A common stock withheld by the Issuer, at the Issuer's sole option, to satisfy tax withholding obligations in connection with the settlement of restricted stock units.

4. The Reporting Person disclaims beneficial ownership of such securities except to the extent of their pecuniary interest therein.

	/s/ Brian Dunkiel, as attorney-in-fact	11/12/2026
	** 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)