Foxx CTO sells 1,943 shares at $6.15

Foxx Development Holdings Inc. Chief Technology Officer James Liao reported an open-market sale of 1,943 shares of common stock at $6.15 per share.

Rhea-AI Filing Summary

Foxx Development Holdings Inc. Chief Technology Officer James Liao reported an open-market sale of 1,943 shares of common stock at $6.15 per share. After the sale, he is reported as holding 19,431 shares.

According to a footnote, the 19,431 shares represent unvested restricted stock units from an original grant of 31,090 RSUs made on November 5, 2024. The remaining unvested RSUs are scheduled to vest in 1/16th increments on each quarterly anniversary of the grant date, provided he remains in continuous service.

Insider Trade Summary

Net Seller: 1,943 shares

Net Sell 1 txn

Insider Liao James

Role Chief Technology Officer

Sold 1,943 shs ($12K)

Type	Security	Shares	Price	Value
Sale	Common Stock	1,943	$6.15	$12K

Holdings After Transaction: Common Stock — 19,431 shares (Direct)

Footnotes (1)

1. F1. Represents 19,431 unvested restricted stock units ("RSUs") from an initial grant of 31,090 RSUs made on November 5, 2024. The remaining unvested RSUs will continue to vest at a rate of 1/16th of the original grant amount on the quarterly anniversary date of the grant date provided the reporting person remains in continuous service on each vesting date.

Key Figures

Shares sold: 1,943 shares Sale price: $6.15 per share Shares after transaction: 19,431 shares +3 more

6 metrics

Shares sold 1,943 shares Open-market sale on June 4, 2026

Sale price $6.15 per share Open-market sale of common stock

Shares after transaction 19,431 shares Reported holdings following sale

Original RSU grant 31,090 RSUs Grant made on November 5, 2024

Unvested RSUs remaining 19,431 RSUs Portion of original grant still unvested

Vesting rate 1/16 per quarter RSUs vest on quarterly grant anniversaries

Key Terms

open-market sale, restricted stock units, RSUs, vesting, +1 more

5 terms

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.

restricted stock units financial

"Represents 19,431 unvested restricted stock units ("RSUs") from an initial grant"

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.

RSUs financial

"The remaining unvested RSUs will continue to vest at a rate of 1/16th"

RSUs, or restricted stock units, are a form of company shares given to employees as part of their compensation. They are typically awarded with certain restrictions, such as a waiting period before they can be fully owned or sold, similar to earning a gift that becomes fully yours over time. For investors, RSUs can impact a company's stock offerings and reflect how much the company relies on stock-based incentives to attract and retain talent.

vesting financial

"will continue to vest at a rate of 1/16th of the original grant"

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

continuous service financial

"provided the reporting person remains in continuous service on each vesting date"

FAQ

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

What insider transaction did Foxx Development (FOXX) report for James Liao?

Foxx Development reported that Chief Technology Officer James Liao completed an open-market sale of 1,943 shares of common stock at $6.15 per share. This Form 4 filing documents the sale and his updated holdings after the transaction.

How many Foxx Development (FOXX) shares did James Liao hold after the sale?

After the transaction, James Liao is reported as holding 19,431 shares. A footnote explains these shares represent unvested restricted stock units from a prior grant, which continue to vest over time if he remains in continuous service.

What was the price for James Liao’s Foxx Development (FOXX) share sale?

The reported open-market sale by James Liao was executed at a price of $6.15 per share. The transaction involved 1,943 shares of Foxx Development common stock, as disclosed in the Form 4 insider filing.

What are the details of James Liao’s RSU grant at Foxx Development (FOXX)?

James Liao’s remaining 19,431 unvested RSUs come from an original grant of 31,090 RSUs made on November 5, 2024. These RSUs vest in 1/16th installments each quarter, conditioned on his continued service with the company.

How do James Liao’s RSUs at Foxx Development (FOXX) vest over time?

The remaining unvested RSUs vest at a rate of 1/16th of the original 31,090-unit grant on each quarterly anniversary of the November 5, 2024 grant date. Vesting continues as long as James Liao remains in continuous service.

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

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Accepted by SEC EDGAR 06/05/2026 - 04:12 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
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^*

Liao James

(Last) (First) (Middle)

I/C/O FOXX DEVELOPMENT INC.

15375 BARRANCA PARKWAY, SUITE C-106

(Street)

IRVINE CALIFORNIA 92618

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Foxx Development Holdings Inc. [ FOXX ]

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

	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)
06/04/2026

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
Common Stock	06/04/2026		S		1,943	D	$6.15	19,431(1)	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. Represents 19,431 unvested restricted stock units ("RSUs") from an initial grant of 31,090 RSUs made on November 5, 2024. The remaining unvested RSUs will continue to vest at a rate of 1/16th of the original grant amount on the quarterly anniversary date of the grant date provided the reporting person remains in continuous service on each vesting date.

	/s/ James Liao	06/05/2026
	** 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)