Were the Hyliion (HYLN) insider share sales by Ramasamy Govindaraj discretionary?

No. The shares were sold at the direction of Hyliion under the terms of its award agreement, which states that selling shares to cover the reporting person’s tax withholding obligations is at the sole discretion of the issuer, not a discretionary market decision.

On what dates did the Hyliion (HYLN) tax-related insider share sales occur?

The tax-withholding related share sales associated with Hyliion’s Chief Commercial Officer occurred on May 19, 2026 and May 20, 2026, according to the Form 4 transaction table and accompanying footnote.

Hyliion CCO shares sold for tax withholding

Hyliion Holdings Corp.'s Chief Commercial Officer, Ramasamy Govindaraj, had a total of 6,515 shares of common stock sold on his behalf over two days to cover tax withholding obligations tied to equity awards.

Accepted by SEC EDGAR 05/21/2026 - 04:21 PM EDT

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Form Type

Rhea-AI Filing Summary

Hyliion Holdings Corp.'s Chief Commercial Officer, Ramasamy Govindaraj, had a total of 6,515 shares of common stock sold on his behalf over two days to cover tax withholding obligations tied to equity awards. The shares were sold at the issuer’s direction under an award agreement, not as discretionary market trades. Following these transactions, he directly holds 600,590 shares of Hyliion common stock.

Insider Trade Summary

Other: 6,515 shares

Other 2 txns

Insider RAMASAMY GOVINDARAJ

Role Chief Commercial Officer

Type	Security	Shares	Price	Value
Other	Common Stock	1,715	$3.92	$7K
Other	Common Stock	4,800	$4.06	$19K

Holdings After Transaction: Common Stock — 600,590 shares (Direct)

Holdings Before and After: Common Stock, 607,105 to 600,590 shares (Direct)

Footnotes (1)

F1. These shares were sold at the direction of the issuer under the terms of the issuer's award agreement with the reporting person. Under the award agreement, the decision to sell shares to cover the reporting person's tax withholding obligations is at the sole discretion of the issuer.

Key Figures

Shares sold for tax withholding: 6,515 shares First-day tax-related sale: 4,800 shares at $4.06 Second-day tax-related sale: 1,715 shares at $3.92 +1 more

4 metrics

Shares sold for tax withholding 6,515 shares Common stock sold over May 19–20, 2026

First-day tax-related sale 4,800 shares at $4.06 Common stock on May 19, 2026

Second-day tax-related sale 1,715 shares at $3.92 Common stock on May 20, 2026

Post-transaction holdings 600,590 shares Common stock held directly after May 20, 2026

Key Terms

award agreement, tax withholding obligations, reporting person, Common Stock

4 terms

award agreement financial

"under the terms of the issuer's award agreement with the reporting person"

An award agreement is a legal contract that spells out the terms of a pay or equity grant—such as stock options, restricted shares, or cash bonuses—given to an employee, director or consultant. It describes what is being granted, any conditions for keeping it (for example, earning it over time or meeting performance targets), and what happens if the person leaves or breaks rules. Investors care because these agreements affect company costs, potential share dilution and how executives are motivated and rewarded.

tax withholding obligations financial

"sell shares to cover the reporting person's tax withholding obligations"

reporting person regulatory

"the issuer's award agreement with the reporting person"

Common Stock financial

"security_title": "Common Stock""

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

FAQ

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

What insider transaction did Hyliion (HYLN) report for its Chief Commercial Officer?

Hyliion reported that Chief Commercial Officer Ramasamy Govindaraj had 6,515 common shares sold on his behalf to cover tax withholding obligations under an equity award agreement, rather than through discretionary open-market trades.

How many Hyliion (HYLN) shares were sold to cover Ramasamy Govindaraj’s taxes?

A total of 6,515 Hyliion common shares were sold over two days, consisting of 4,800 shares at $4.06 and 1,715 shares at $3.92, specifically to satisfy tax withholding obligations tied to his stock awards.

How many Hyliion (HYLN) shares does Ramasamy Govindaraj hold after these transactions?

After the tax-related sales, Ramasamy Govindaraj directly holds 600,590 shares of Hyliion common stock, as reported in the Form 4, providing context for the relative size of the tax-withholding transactions.

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

Form 4 Insider Transactions: What Each Field Means →

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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^*

RAMASAMY GOVINDARAJ

(Last)

(First)

(Middle)

C/O HYLIION HOLDING CORP.

1202 BMC DRIVE, SUITE 100

(Street)

CEDAR PARK

TEXAS

78613

(City)

(State)

(Zip)

UNITED STATES

(Country)

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 Commercial Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/19/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	05/19/2026		J⁽¹⁾		4,800	D	$4.06	602,305	D
Common Stock	05/20/2026		J⁽¹⁾		1,715	D	$3.92	600,590	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. These shares were sold at the direction of the issuer under the terms of the issuer's award agreement with the reporting person. Under the award agreement, the decision to sell shares to cover the reporting person's tax withholding obligations is at the sole discretion of the issuer.

Remarks:

	/s/ Govindaraj Ramasamy	05/21/2026
	** 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)

Source: View Original Filing on SEC EDGAR