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Hyliion Oxholm converts two performance share awards

The footnotes set staggered issuance dates: half of one vested amount in September 2027, its remainder in December 2027, and another amount in December 2028.

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Form Type
4

Rhea-AI Filing Summary

Hyliion Holdings Corp. (HYLN) Chief Legal & Compliance Officer Jose Miguel Oxholm reported conversion of 52,392 and 71,341 performance stock incentive units on September 30, 2026, with corresponding common-stock acquisitions recorded. The vesting conditions were met September 28 and approved September 30. The 52,392-unit portion is scheduled for issuance half on September 30, 2027, and the remainder on December 31, 2027; the 71,341-unit portion is scheduled for issuance on December 31, 2028. Footnotes state that 25% and 20% of the respective PSU awards vested after meeting a minimum $4.00-per-share closing-price threshold over a 180-calendar-day average.

Insider Oxholm Jose Miguel
Role Chief Legal&Compliance Officer
Type Security Shares Price Value
Conversion Performance Stock Incentive Units F3 52,392 $0.00 $0.00
Conversion Performance Stock Incentive Units F4 71,341 $0.00 $0.00
Conversion Common Stock F1 52,392 $0.00 $0.00
Conversion Common Stock F2 71,341 $0.00 $0.00
Holdings After Transaction: Performance Stock Incentive Units — 423,595 contracts (Direct); Common Stock — 873,547 shares (Direct)
Footnotes (4)
  1. F1. The underlying market conditions for vesting of this portion of performance stock incentive units ("PSU Award") were satisfied on September 28, 2026, and subsequently approved by the Compensation Committee on September 30, 2026. Half of the vested PSUs will be issued on September 30, 2027 with the remainder to be issued on December 31, 2027.
  2. F2. The underlying market conditions for vesting of this portion of performance stock incentive units ("PSU Award") were satisfied on September 28, 2026, and subsequently approved by the Compensation Committee on September 30, 2026. These vested PSUs will be issued on December 31, 2028.
  3. F3. 25% of these PSU Awards vested upon the achievement of the underlying closing stock price threshold of a minimum of $4.00 per share over a 180-calendar-day average.
  4. F4. 20% of these PSU Awards vested upon the achievement of the underlying closing stock price threshold of a minimum of $4.00 per share over a 180-calendar-day average.
Performance stock incentive units 52,392 units Vested PSU portion scheduled for issuance in 2027
Performance stock incentive units 71,341 units Vested PSU portion scheduled for issuance on December 31, 2028
Vested portion 25% Footnote tied to the 52,392-unit performance stock incentive unit transaction
Vested portion 20% Footnote tied to the 71,341-unit performance stock incentive unit transaction
Minimum closing stock price threshold $4.00 per share Threshold averaged over 180 calendar days
Average period 180 calendar days Period for the closing stock price threshold
PSU Award financial
"performance stock incentive units ("PSU Award")"
underlying closing stock price threshold financial
"achievement of the underlying closing stock price threshold"
180-calendar-day average financial
"over a 180-calendar-day average"

FAQ

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

When are the HYLN vested PSU amounts scheduled to be issued?

The 52,392-unit portion is scheduled for issuance half on September 30, 2027 and the remainder on December 31, 2027; the 71,341-unit portion is scheduled for issuance on December 31, 2028.

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

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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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*
Oxholm Jose Miguel

(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Legal&Compliance Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/30/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock09/30/2026C(1)52,392A$0802,206D
Common Stock09/30/2026C(2)71,341A$0873,547D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Performance Stock Incentive Units(3)09/30/2026C52,39202/18/202612/31/2027Common Stock52,392$0209,570D
Performance Stock Incentive Units(4)09/30/2026C71,34112/31/202812/31/2028Common Stock71,341$0214,025D
Explanation of Responses:
1. The underlying market conditions for vesting of this portion of performance stock incentive units ("PSU Award") were satisfied on September 28, 2026, and subsequently approved by the Compensation Committee on September 30, 2026. Half of the vested PSUs will be issued on September 30, 2027 with the remainder to be issued on December 31, 2027.
2. The underlying market conditions for vesting of this portion of performance stock incentive units ("PSU Award") were satisfied on September 28, 2026, and subsequently approved by the Compensation Committee on September 30, 2026. These vested PSUs will be issued on December 31, 2028.
3. 25% of these PSU Awards vested upon the achievement of the underlying closing stock price threshold of a minimum of $4.00 per share over a 180-calendar-day average.
4. 20% of these PSU Awards vested upon the achievement of the underlying closing stock price threshold of a minimum of $4.00 per share over a 180-calendar-day average.
Remarks:
/s/ Jose Miguel Oxholm10/01/2026
** Signature of Reporting PersonDate
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)

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