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Hyliion (HYLN) Officer Sells Shares to Cover RSU Taxes — Form 4

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Cheri Lantz, Chief Strategy Officer at Hyliion Holdings Corp. (HYLN), reported a sale of 2,529 shares of Hyliion common stock on 09/02/2025 at a price of $1.60 per share. The filing states the shares were sold to satisfy a tax liability arising from the vesting and distribution of restricted stock units. After the transaction, Ms. Lantz beneficially owns 780,273 shares, reported as direct ownership.

The Form 4 shows a routine, non-derivative disposition by an officer that the filer explains as a tax-related sale rather than a directional trade. The sale represented a small fraction of the reported post-transaction holdings, and the filing is signed and dated 09/02/2025.

Positive

  • Transparent disclosure of the sale and the stated reason (tax payment related to RSU vesting)
  • Small relative size of the sale versus total reported holdings (2,529 shares vs. 780,273 shares)

Negative

  • Insider sale—an officer disposed of shares, which some investors view negatively despite the stated tax purpose

Insights

TL;DR: Officer sold a small number of shares to cover RSU tax obligations; transaction is routine and not materially dilutive.

The sale of 2,529 shares at $1.60 to cover taxes aligns with common post-vesting practice and is explicitly disclosed on the Form 4. Relative to the reported post-transaction holding of 780,273 shares, the disposition is immaterial (~0.32% of holdings). There is no indication of additional derivative activity or a change in beneficial ownership structure. For investors, this filing signals routine compensation-related selling rather than a signal of a change in company outlook or a large insider exit.

TL;DR: Disclosure is complete for a single officer tax-sale; the filing follows Section 16 requirements and cites the tax-payment explanation.

The Form 4 is properly executed and identifies the reporting persons role as Chief Strategy Officer and director. The transaction code F(1) with an explanatory note that proceeds addressed a tax liability provides the customary disclosure to claim an affirmative defense where applicable. The filing does not show any coordinated or patterned disposals and therefore presents low governance concern. Continued monitoring of future filings would detect any shift to meaningful insider selling.

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*
LANTZ CHERI

(Last) (First) (Middle)
C/O HYLIION HOLDING CORP.
1202 BMC DRIVE, SUITE 100

(Street)
CEDAR PARK TX 78613

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Hyliion Holdings Corp. [ HYLN ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Strategy Officer
3. Date of Earliest Transaction (Month/Day/Year)
09/02/2025
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 09/02/2025 F(1) 2,529 D $1.6 780,273 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. Shares sold for the payment of a tax liability related to the vesting and distribution of restricted stock units.
Remarks:
/s/ Cheri Lantz 09/02/2025
** 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

What did Cheri Lantz (HYLN) report on Form 4 dated 09/02/2025?

She reported a sale of 2,529 shares of Hyliion common stock at $1.60 per share, filed to satisfy a tax liability from RSU vesting.

How many Hyliion shares does Cheri Lantz own after the reported sale?

The filing reports she beneficially owns 780,273 shares following the transaction.

Why were the shares sold according to the Form 4?

The explanation states the shares were sold to pay a tax liability related to the vesting and distribution of restricted stock units.

Does the Form 4 indicate derivative transactions or option exercises by Cheri Lantz?

No. The filing only reports a non-derivative sale of common stock and includes no derivative or option activity.

Is this transaction likely to be material to HYLN shareholders?

No. The sale of 2,529 shares is small relative to the reported holding of 780,273 shares and is described as a tax-related sale.
Hyliion Holdings Corporation

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