Fermi Neugebauer trust sells 420,749 common shares

The reported average reflects multiple trades priced from $3.00 to $3.095 per share, inclusive.

Rhea-AI Filing Summary

Fermi Inc. (FRMI) reports that Melissa A. Neugebauer 2020 Trust, listed as a ten-percent owner, sold 420,749 common shares on October 20, 2026, at a weighted average price of $3.0356 per share. The sales were made in multiple trades at $3.00 to $3.095 per share, inclusive. Toby R. Neugebauer, the Trust’s investment trustee and a ten-percent owner, may be deemed to beneficially own the Trust’s shares but disclaims beneficial ownership except to the extent of his pecuniary interest. No Rule 10b5-1 plan is reported. A separate direct-holdings entry reports 7,500,000 shares held by Toby following the transaction.

Insider Trade Summary

Net Seller: 420,749 shares

Net Sell 3 txns

Insider NEUGEBAUER TOBY R, Melissa A. Neugebauer 2020 Trust

Role 10% Owner | 10% Owner

Sold 420,749 shs ($1.28M)

Type	Security	Shares	Price	Value
Sale	Common Stock F1, F2	420,749	$3.0356	$1.28M
holding	Common Stock F3	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 134,548,086 shares (Indirect, See Footnote); Common Stock — 7,500,000 shares (Direct)

Footnotes (3)

1. F1. The price reported in Column 4 above reflects the weighted average sale price. This transaction was executed in multiple trades at prices ranging from $3.00 to $3.095, inclusive. The Reporting Persons (as defined herein) hereby undertake to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnote 1 of this Form 4.
2. F2. These securities are directly held by Melissa A. Neugebauer 2020 Trust (the "Trust"). Toby R. Neugebauer ("Mr. Neugebauer" and, together with the Trust, the "Reporting Persons") is the investment trustee of the Trust and may be deemed to beneficially own the securities held by the Trust. Mr. Neugebauer disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein. This report shall not be deemed an admission that Mr. Neugebauer is the beneficial owner of such securities for purposes of Sections 13 and 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or for any other purpose. The Reporting Persons declare that neither the filing of this statement nor anything herein shall be construed as an admission that such persons are, for the purposes of Section 13(d) or 13(g) of the Exchange Act or any other purpose, a member of a group with respect to the Issuer or securities of the Issuer.
3. F3. These securities are directly held by Vicksburg Investments Management LLC. Mr. Neugebauer is the managing member of Vicksburg Investments Management LLC and may be deemed to beneficially own the securities held by Vicksburg Investments Management LLC. Mr. Neugebauer disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein. This report shall not be deemed an admission that Mr. Neugebauer is the beneficial owner of such securities for purposes of Sections 13 and 16 of the Exchange Act or for any other purpose.

Key Figures

Common shares sold: 420,749 shares Weighted average sale price: $3.0356 per share Sale price range: $3.00-$3.095 per share +1 more

4 metrics

Common shares sold 420,749 shares Melissa A. Neugebauer 2020 Trust; October 20, 2026

Weighted average sale price $3.0356 per share Multiple trades on October 20, 2026

Sale price range $3.00-$3.095 per share Multiple trades; inclusive

Direct common shares held 7,500,000 shares Toby R. Neugebauer following the October 20, 2026 transaction

Key Terms

weighted average sale price, beneficial ownership, pecuniary interest, investment trustee

4 terms

weighted average sale price financial

"reflects the weighted average sale price"

beneficial ownership regulatory

"disclaims beneficial ownership of such securities"

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

pecuniary interest financial

"except to the extent of his pecuniary interest therein"

investment trustee regulatory

"is the investment trustee of the Trust"

FAQ

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

How many FRMI shares did the trust sell, and at what price?

Melissa A. Neugebauer 2020 Trust sold 420,749 FRMI common shares on October 20, 2026, at a weighted average price of $3.0356 per share. The multiple trades were priced from $3.00 to $3.095 per share, inclusive; no Rule 10b5-1 plan is reported.

How many FRMI shares did Toby R. Neugebauer hold directly after the reported sale?

A separate direct-holdings entry reports 7,500,000 common shares held by Toby R. Neugebauer following the transaction. The sale was by Melissa A. Neugebauer 2020 Trust, whose investment trustee is Toby R. Neugebauer.

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

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Available on EDGAR 10/22/2026 - 05:17 PM EDT Accepted by SEC EDGAR 10/22/2026 - 05:16 PM EDT 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^*

NEUGEBAUER TOBY R

(Last) (First) (Middle)

10777 STRAIT LANE

(Street)

DALLAS TEXAS 75229

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Fermi Inc. [ FRMI ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
10/20/2026

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

	Form filed by One Reporting Person
X	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	10/20/2026		S		420,749	D	$3.0356(1)	91,188,910	I	See Footnote(2)
Common Stock								43,359,176	I	See Footnote(3)
Common Stock								7,500,000	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

1. Name and Address of Reporting Person^*

NEUGEBAUER TOBY R

(Last) (First) (Middle)

10777 STRAIT LANE

(Street)

DALLAS TEXAS 75229

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Melissa A. Neugebauer 2020 Trust

(Last) (First) (Middle)

10777 STRAIT LANE

(Street)

DALLAS TEXAS 75229

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

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

Explanation of Responses:

1. The price reported in Column 4 above reflects the weighted average sale price. This transaction was executed in multiple trades at prices ranging from $3.00 to $3.095, inclusive. The Reporting Persons (as defined herein) hereby undertake to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnote 1 of this Form 4.

2. These securities are directly held by Melissa A. Neugebauer 2020 Trust (the "Trust"). Toby R. Neugebauer ("Mr. Neugebauer" and, together with the Trust, the "Reporting Persons") is the investment trustee of the Trust and may be deemed to beneficially own the securities held by the Trust. Mr. Neugebauer disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein. This report shall not be deemed an admission that Mr. Neugebauer is the beneficial owner of such securities for purposes of Sections 13 and 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or for any other purpose. The Reporting Persons declare that neither the filing of this statement nor anything herein shall be construed as an admission that such persons are, for the purposes of Section 13(d) or 13(g) of the Exchange Act or any other purpose, a member of a group with respect to the Issuer or securities of the Issuer.

3. These securities are directly held by Vicksburg Investments Management LLC. Mr. Neugebauer is the managing member of Vicksburg Investments Management LLC and may be deemed to beneficially own the securities held by Vicksburg Investments Management LLC. Mr. Neugebauer disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein. This report shall not be deemed an admission that Mr. Neugebauer is the beneficial owner of such securities for purposes of Sections 13 and 16 of the Exchange Act or for any other purpose.

	/s/ Toby R. Neugebauer	10/22/2026
	Melissa A. Neugebauer 2020 Trust, By: /s/ Toby R. Neugebauer, Trustee	10/22/2026
	** 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)