Hyliion (HYLN) director receives 60,976-share restricted stock unit grant

Rhea-AI Filing Summary

Hyliion Holdings Corp. director Mary Gustanski reported an equity award of 60,976 shares of common stock on February 11, 2026. The shares were acquired as a grant of restricted stock units under Hyliion’s 2024 Equity Incentive Plan at a reference price of $2.05 per share.

Following this award, Gustanski’s directly held beneficial ownership increased to 256,379 shares of Hyliion common stock. The restricted stock unit award is scheduled to fully vest on February 11, 2027, meaning the shares become earned and unrestricted on that future date if vesting conditions are met.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Gustanski Mary

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	60,976	$2.05	$125K

Holdings After Transaction: Common Stock — 256,379 shares (Direct)

Footnotes (1)

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Form 4 Insider Transactions: What Each Field Means →

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^*

Gustanski Mary

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
02/11/2026

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	02/11/2026		A		60,976	A(1)	$2.05	256,379	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. The Reporting Person received a grant of restricted stock units ("RSU Award") pursuant to the Issuer's 2024 Equity Incentive Plan. The RSU Award will vest on February 11, 2027.

Remarks:

	/s/ Mary E. Gustanski	02/13/2026
	** 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.

FAQ

What insider transaction did Hyliion (HYLN) director Mary Gustanski report?

Mary Gustanski reported receiving a grant of 60,976 Hyliion common shares as restricted stock units. The award was made under Hyliion’s 2024 Equity Incentive Plan and reflects an equity-based compensation grant rather than an open-market stock purchase or sale.

On what date was the Hyliion (HYLN) restricted stock unit grant to Mary Gustanski made?

The restricted stock unit grant to Mary Gustanski was made on February 11, 2026. This transaction date marks when the 60,976-share RSU award was granted under Hyliion’s 2024 Equity Incentive Plan and establishes the starting point for the award’s vesting schedule.

What is the vesting schedule for Mary Gustanski’s Hyliion (HYLN) RSU award?

The RSU award granted to Mary Gustanski will vest on February 11, 2027. This means the 60,976 restricted stock units convert into unrestricted Hyliion common shares on that date, assuming any applicable service or vesting conditions are satisfied as described by the plan.

How many Hyliion (HYLN) shares does Mary Gustanski own after this transaction?

After the reported RSU grant, Mary Gustanski beneficially owns 256,379 shares of Hyliion common stock directly. This figure includes the impact of the 60,976-share restricted stock unit award and reflects her total reported direct holdings following the transaction.

What price per share is associated with Mary Gustanski’s Hyliion (HYLN) RSU grant?

The Form 4 reports a reference price of $2.05 per share for the 60,976-share RSU grant. This price is an accounting or grant-date value for the award, rather than a cash purchase price paid in an open-market stock transaction.

Under which plan was Mary Gustanski’s Hyliion (HYLN) equity award granted?

Mary Gustanski’s restricted stock unit award was granted under Hyliion’s 2024 Equity Incentive Plan. This plan provides for equity-based compensation, such as RSUs, which align director and executive incentives with company performance through stock-based awards instead of only cash compensation.