Patrick Gruber Reports 3% Stake Trim via 10b5-1 Plan in GEVO Filing

Rhea-AI Filing Summary

Gevo, Inc. (GEVO) – Form 4 insider transaction

CEO & Director Patrick R. Gruber disclosed the sale of 116,060 common shares on 08/05/2025 at a weighted-average price of $1.2306. The disposition was executed under a pre-arranged Rule 10b5-1 plan adopted on 11/14/2024 and was specifically undertaken to cover tax-withholding obligations triggered by the vesting of a restricted-stock award.

After the sale, Gruber’s direct ownership totals 3,847,104 shares; he also holds 22,025.96 shares indirectly through the company 401(k) plan. The transaction equates to roughly 3 % of his pre-sale direct stake and generated cash proceeds of about $143 k. No derivative security activity or additional equity awards were reported in this filing.

The filing is administrative in nature and does not reflect any change in company fundamentals, strategic direction, or executive employment terms. Investors may view the move as neutral given its limited size and stated tax-related purpose.

Positive

• None.

Negative

• CEO executed an insider sale of 116,060 shares, which some investors may interpret as a bearish signal despite the stated tax-withholding purpose.

Insights

Securities Analyst

TL;DR: Routine tax-related sale; negligible impact on GEVO valuation.

The CEO’s divestiture represents ≈3 % of his direct holdings and was executed under a standing 10b5-1 plan to pay withholding taxes. Proceeds are modest (~$143 k) versus GEVO’s market cap and do not alter insider alignment given his remaining 3.8 M-share position. There is no indication of strategic concern or operational headwind. I classify the event as neutral to share price.

Corporate Governance Expert

TL;DR: Sale conforms to best-practice disclosure; governance risk unchanged.

The use of a pre-planned 10b5-1 program and explicit tax-withholding rationale mitigate typical insider-selling red flags. Ownership levels remain significant, preserving management’s economic stake. No new governance issues emerge; therefore, board oversight and shareholder alignment appear intact.

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).

X

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^*

Gruber Patrick R.

(Last) (First) (Middle)

C/O GEVO, INC. 345 INVERNESS DRIVE SOUTH

BUILDING C, SUITE 310

(Street)

ENGLEWOOD CO 80112

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Gevo, Inc. [ GEVO ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
08/05/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

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

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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	08/05/2025		S(1)		116,060	D	$1.2306(2)	3,847,104	D
Common Stock								22,025.96	I	By 401(k) Plan

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 sold by the Reporting Person to cover tax withholding obligations upon vesting of a restricted stock award. The reported sales were effected pursuant to a 10b5-1 trading plan adopted by the Reporting Person on November 14, 2024.

2. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1.21 to $1.28 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or to the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

	/s/ E. Cabell Massey, Attorney-in-Fact	08/06/2025
	** 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.

FAQ

How many GEVO shares did CEO Patrick Gruber sell?

He sold 116,060 common shares on 08/05/2025.

At what price were the GEVO shares sold?

The weighted-average sale price was $1.2306 per share, within a $1.21–$1.28 range.

Why did the CEO sell GEVO shares?

The sale was to cover tax-withholding obligations upon vesting of restricted stock and was executed under a 10b5-1 plan.

How many GEVO shares does the CEO now own?

After the transaction he holds 3,847,104 shares directly and 22,025.96 shares indirectly via the 401(k) plan.

Does the filing disclose any derivative transactions?

No, no derivative securities were acquired or disposed of in this Form 4.