Evolv director sells 80K shares after option exercise

Q: What did EVLV director Michael Ellenbogen report in this Form 4?

Michael Ellenbogen reported exercising 80,752 stock options at $0.24 per share and selling 80,752 EVLV Class A shares on August 17, 2026. The filings show this as an option exercise followed by an open-market or private sale.

Q: At what prices did Michael Ellenbogen exercise and sell EVLV shares?

He exercised options at an exercise price of $0.24 per share and sold 80,752 EVLV shares at a $5.59 weighted average price. The sale price reflects multiple transactions aggregated into a single average figure.

Q: Was the EVLV stock sale by Michael Ellenbogen under a Rule 10b5-1 plan?

Yes. The sale of 80,752 EVLV shares was effected under a Rule 10b5-1 trading plan entered into on June 12, 2025. This indicates the transactions followed a pre-arranged, preset trading plan.

Q: How many EVLV options and shares does Michael Ellenbogen hold after these transactions?

Following the transactions, he held 816,262 options to acquire EVLV Class A common stock directly, and 151,135 shares of Class A common stock are held indirectly through the Family Horizon Trust.

Q: What type of securities were involved in Michael Ellenbogen’s EVLV Form 4?

The filing covers a Stock Option (Right to Buy) for EVLV Class A common stock and Class A common shares themselves. The option was exercised into 80,752 shares, which were then sold in market transactions.

Evolv Technologies Holdings, Inc. (EVLV) director Michael Ellenbogen reported an option exercise-and-sale transaction.

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Rhea-AI Filing Summary

Evolv Technologies Holdings, Inc. (EVLV) director Michael Ellenbogen reported an option exercise-and-sale transaction. On August 17, 2026 he exercised 80,752 stock options at an exercise price of $0.24 per share, acquiring an equal number of Class A common shares, then sold 80,752 shares of Class A common stock at a $5.59 weighted average price in open-market or private transactions. After the option exercise, he held 816,262 options directly, and an additional 151,135 shares are held indirectly through the Family Horizon Trust. The sales were effected under a Rule 10b5-1 trading plan entered into on June 12, 2025.

Insider Trade Summary 10b5-1

Exercise and Sale: 80,752 shares ($432K approx. pre-tax spread)

Exercise and Sale 4 txns

Insider Ellenbogen Michael

Role Director

Sold 80,752 shs ($451K)

Approx. gross sale proceeds $451K

Approx. exercise cost $19K

Approx. pre-tax spread $432K

Type	Security	Shares	Price	Value
Exercise	Stock Option (Right to Buy) ^F3	80,752	$0.00	$0.00
Exercise	Class A Common Stock	80,752	$0.24	$19K
Sale	Class A Common Stock ^{F1, F2}	80,752	$5.59	$451K
holding	Class A Common Stock	--	--	--

Holdings After Transaction: Stock Option (Right to Buy) — 816,262 contracts (Direct); Class A Common Stock — 2,083,961 shares (Direct); Class A Common Stock — 151,135 shares (Indirect, Held by Family Horizon Trust)

Footnotes (3)

F1. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan entered into on June 12, 2025.
F2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions. The reporting person undertakes to provide 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.
F3. The option vested and became exercisable as to 25% on January 31, 2018 and vested in 36 equal monthly installments thereafter.

Key Figures

Options Exercised: 80,752 shares Option Exercise Price: $0.24 per share Shares Sold: 80,752 shares +3 more

6 metrics

Options Exercised 80,752 shares Stock Option (Right to Buy) exercised on August 17, 2026

Option Exercise Price $0.24 per share Exercise price of stock options for 80,752 shares

Shares Sold 80,752 shares Class A Common Stock sold on August 17, 2026

Sale Price (Weighted Average) $5.59 per share Weighted average price for multiple sale transactions

Options Held After Exercise 816,262 options Total stock options directly held following the reported transactions

Indirect Shares Held 151,135 shares Class A Common Stock held indirectly by Family Horizon Trust

Key Terms

Rule 10b5-1 trading plan, weighted average price, Stock Option (Right to Buy), Family Horizon Trust

4 terms

Rule 10b5-1 trading plan regulatory

"The sales reported were effected pursuant to a Rule 10b5-1 trading plan"

A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.

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.

Stock Option (Right to Buy) financial

"security_title: Stock Option (Right to Buy)"

Family Horizon Trust financial

"nature_of_ownership: Held by Family Horizon Trust"

FAQ

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

What did EVLV director Michael Ellenbogen report in this Form 4?

Michael Ellenbogen reported exercising 80,752 stock options at $0.24 per share and selling 80,752 EVLV Class A shares on August 17, 2026. The filings show this as an option exercise followed by an open-market or private sale.

At what prices did Michael Ellenbogen exercise and sell EVLV shares?

He exercised options at an exercise price of $0.24 per share and sold 80,752 EVLV shares at a $5.59 weighted average price. The sale price reflects multiple transactions aggregated into a single average figure.

Was the EVLV stock sale by Michael Ellenbogen under a Rule 10b5-1 plan?

Yes. The sale of 80,752 EVLV shares was effected under a Rule 10b5-1 trading plan entered into on June 12, 2025. This indicates the transactions followed a pre-arranged, preset trading plan.

How many EVLV options and shares does Michael Ellenbogen hold after these transactions?

Following the transactions, he held 816,262 options to acquire EVLV Class A common stock directly, and 151,135 shares of Class A common stock are held indirectly through the Family Horizon Trust.

What type of securities were involved in Michael Ellenbogen’s EVLV Form 4?

The filing covers a Stock Option (Right to Buy) for EVLV Class A common stock and Class A common shares themselves. The option was exercised into 80,752 shares, which were then sold in market transactions.

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

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Available on EDGAR 08/19/2026 - 04:09 PM Accepted by SEC EDGAR 08/19/2026 - 04:08 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^*

Ellenbogen Michael

(Last)

(First)

(Middle)

C/O EVOLV TECHNOLOGIES, INC.

500 TOTTEN POND ROAD, 4TH FLOOR

(Street)

WALTHAM

MASSACHUSETTS

02451

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Evolv Technologies Holdings, Inc. [ EVLV ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/17/2026

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	08/17/2026		M		80,752	A	$0.24	2,164,713	D
Class A Common Stock	08/17/2026		S		80,752⁽¹⁾	D	$5.59⁽²⁾	2,083,961	D
Class A Common Stock								151,135	I	Held by Family Horizon Trust

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)
Stock Option (Right to Buy)	$0.24	08/17/2026		M			80,752	⁽³⁾	09/13/2027	Class A Common Stock	80,752	$0	816,262	D

Explanation of Responses:

1. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan entered into on June 12, 2025.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions. The reporting person undertakes to provide 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.

3. The option vested and became exercisable as to 25% on January 31, 2018 and vested in 36 equal monthly installments thereafter.

Remarks:

	/s/ Rachel Roy, Attorney-in-fact for Michael Ellenbogen	08/19/2026
	** 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