BETA Technologies (NASDAQ: BETA) CTO logs 19,019-share sale tied to RSU taxes

Filing Impact

(Moderate)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

BETA Technologies, Inc. director and chief technology officer David Lawrence Churchill reported selling a total of 19,019 shares of Class A common stock on May 7 in open-market transactions at a weighted average price of $18.1216 per share.

According to the filing, a portion of the sale was a mandatory transaction to cover tax liabilities tied to the settlement of performance-based restricted stock units. After these sales, indirect holdings via a domestic partner totaled 3,602 shares, and direct holdings totaled 552,647 shares.

Insider Trade Summary

Net Seller: 19,019 shares ($344,655)

Net Sell 2 txns

Insider Churchill David Lawrence

Role CHIEF TECHNOLOGY OFFICER

Sold 19,019 shs ($345K)

Type	Security	Shares	Price	Value
Sale	Class A common stock	18,981	$18.1216	$344K
Sale	Class A common stock	38	$18.1216	$688.62

Holdings After Transaction: Class A common stock — 552,647 shares (Direct, null); Class A common stock — 3,602 shares (Indirect, By Domestic Partner)

Footnotes (1)

Mandatory sale to cover tax liability associated with the settlement of performance-based restricted stock units. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $17.6100 to $19.6099, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote 2 to this Form 4. The reporting person disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.

Key Figures

Shares sold: 19,019 shares Weighted average sale price: $18.1216 per share Price range: $17.6100–$19.6099 per share +2 more

5 metrics

Shares sold 19,019 shares Total Class A common stock sold on May 7

Weighted average sale price $18.1216 per share Average price for May 7 open-market sales

Price range $17.6100–$19.6099 per share Range of prices for multiple sale transactions

Direct holdings after sale 552,647 shares Direct Class A common stock owned post-transaction

Indirect holdings after sale 3,602 shares Held via domestic partner after transaction

Key Terms

performance-based restricted stock units, weighted average price, pecuniary interest, open-market sale

4 terms

performance-based restricted stock units financial

"Mandatory sale to cover tax liability associated with the settlement 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.

weighted average price financial

"The price reported in Column 4 is a weighted average price."

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

pecuniary interest financial

"The reporting person disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein."

open-market sale financial

"transaction_action": "open-market sale""

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

Form 4 Insider Transactions: What Each Field Means →

05/11/2026 - 09:10 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^*

Churchill David Lawrence

(Last)

(First)

(Middle)

C/O BETA TECHNOLOGIES, INC.

1150 AIRPORT DRIVE

(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)
05/07/2026

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)
Class A common stock	05/07/2026		S⁽¹⁾		18,981	D	$18.1216⁽²⁾	552,647	D
Class A common stock	05/07/2026		S⁽¹⁾		38	D	$18.1216⁽²⁾	3,602	I	By Domestic Partner⁽³⁾

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)

Explanation of Responses:

1. Mandatory sale to cover tax liability associated with the settlement of performance-based restricted stock units.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $17.6100 to $19.6099, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote 2 to this Form 4.

3. The reporting person disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.

Remarks:

	/s/ Brian Dunkiel, as attorney-in-fact	05/11/2026
	** 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 transaction did BETA (BETA) report for David Lawrence Churchill?

BETA reported that David Lawrence Churchill sold 19,019 shares of Class A common stock. The transactions occurred on May 7 at a weighted average price of $18.1216 per share, as disclosed in the Form 4 insider filing.

At what price did the BETA (BETA) insider shares trade in this Form 4?

The reported weighted average sale price was $18.1216 per share. Footnotes explain the shares were sold in multiple trades within a price range from $17.6100 to $19.6099, with detailed breakdowns available on request from the reporting person.

How many BETA (BETA) shares does David Lawrence Churchill hold after this sale?

After the reported transactions, Churchill holds 552,647 shares of Class A common stock directly. He also has 3,602 shares held indirectly through a domestic partner, with beneficial ownership disclaimed except for his pecuniary interest.

Why were some BETA (BETA) shares sold in this insider transaction?

The filing states that part of the sale was mandatory to cover tax liabilities. These taxes arose from the settlement of performance-based restricted stock units, making the disposition more of a tax-related event than a purely discretionary share sale.

Were the BETA (BETA) insider sales discretionary open-market trades?

The transactions are coded as open-market sales, but a footnote clarifies that a portion was mandatory to satisfy tax liabilities from performance-based restricted stock unit settlement, indicating a compensation-related and tax-driven component to the activity.