Innodata (INOD) director Massey sells 10,000 shares, keeps sizeable stake

Rhea-AI Filing Summary

INNODATA INC director Stewart R. Massey reported selling 10,000 shares of common stock on May 15, 2026 in an open-market transaction at $96.00 per share through a SEP IRA. The filing notes the sale was made for portfolio diversification purposes. After the sale, he indirectly holds 11,000 shares in the SEP IRA and directly holds 29,205 shares. The filing also reports 3,943 restricted stock units that will vest 100% on the earlier of June 5, 2026 or Innodata’s 2026 annual stockholders’ meeting.

Insights

Insider trading and governance analyst

Director executes portfolio-diversification sale while retaining sizable stake.

Director Stewart R. Massey executed an open-market sale of 10,000 INNODATA INC common shares at $96.00 per share via a SEP IRA on May 15, 2026. The transaction is explicitly described as for portfolio diversification purposes.

Post-transaction, he still directly owns 29,205 shares and indirectly owns 11,000 shares, plus 3,943 RSUs that vest by the earlier of June 5, 2026 or the 2026 annual meeting. This indicates the sale represents only a portion of his overall equity exposure.

The filing shows no derivative exercises or tax-withholding dispositions, and the absence of a 10b5-1 reference suggests a discretionary sale. Future company filings will provide additional context on any further changes in his ownership levels.

Insider Trade Summary

Net Seller: 10,000 shares ($960,000)

Net Sell 2 txns

Insider Massey Stewart R

Role null

Sold 10,000 shs ($960K)

Type	Security	Shares	Price	Value
Sale	Common Stock	10,000	$96.00	$960K
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 11,000 shares (Indirect, SEP IRA); Common Stock — 29,205 shares (Direct, null)

Footnotes (1)

1. The sale of the shares reported in Column 4 was made by the reporting person for portfolio diversification purposes. Includes 3,943 restricted stock units ("RSUs") that will vest 100% on the earlier to occur of (i) June 5, 2026, and (ii) the date of Innodata Inc.'s 2026 annual meeting of stockholders and will be settled into shares of Innodata's common stock upon vesting.

Key Figures

Shares sold: 10,000 shares Sale price per share: $96.00 per share Indirect holdings after sale: 11,000 shares +2 more

5 metrics

Shares sold 10,000 shares Open-market sale on May 15, 2026

Sale price per share $96.00 per share Open-market transaction via SEP IRA

Indirect holdings after sale 11,000 shares Shares held through SEP IRA after transaction

Direct holdings after sale 29,205 shares Directly owned Innodata common stock

Unvested RSUs 3,943 RSUs Vest by earlier of June 5, 2026 or 2026 annual meeting

Key Terms

open-market sale, SEP IRA, restricted stock units, portfolio diversification purposes

4 terms

open-market sale financial

"transaction_action is described as an open-market sale of common stock"

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

SEP IRA financial

"nature_of_ownership indicates the shares are held through a SEP IRA"

restricted stock units financial

"Includes 3,943 restricted stock units ("RSUs") that will vest 100%"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

portfolio diversification purposes financial

"The sale of the shares ... was made by the reporting person for portfolio diversification purposes"

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^*

Massey Stewart R

(Last) (First) (Middle)

C/O INNODATA INC.

55 CHALLENGER ROAD

(Street)

RIDGEFIELD PARK NEW JERSEY 07660

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
INNODATA INC [ INOD ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/15/2026

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	05/15/2026		S		10,000(1)	D	$96	11,000	I	SEP IRA
Common Stock								29,205(2)	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 sale of the shares reported in Column 4 was made by the reporting person for portfolio diversification purposes.

2. Includes 3,943 restricted stock units ("RSUs") that will vest 100% on the earlier to occur of (i) June 5, 2026, and (ii) the date of Innodata Inc.'s 2026 annual meeting of stockholders and will be settled into shares of Innodata's common stock upon vesting.

	/s/ Amy Agress Attorney-in fact for Stewart R. Massey	05/18/2026
	** 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)

FAQ

What insider transaction did INOD director Stewart R. Massey report?

Director Stewart R. Massey reported selling 10,000 shares of Innodata common stock. The shares were sold on May 15, 2026, at $96.00 per share in an open-market transaction executed through a SEP IRA for portfolio diversification purposes.

How many INOD shares does Stewart R. Massey hold after this Form 4?

After the reported sale, Stewart R. Massey directly holds 29,205 Innodata common shares and indirectly holds 11,000 shares through a SEP IRA. He also has 3,943 restricted stock units that will vest and settle into shares at a future specified date.

What price did Stewart R. Massey receive for his INOD share sale?

The Form 4 shows Massey’s 10,000 Innodata common shares were sold at $96.00 per share. This price reflects the execution value for the open-market transaction recorded on May 15, 2026, through his SEP IRA ownership account.

Does the Form 4 explain why the INOD director sold shares?

Yes. A footnote explains the sale was made for portfolio diversification purposes. This clarifies that the reported open-market transaction by director Stewart R. Massey is linked to managing his broader investment portfolio rather than to a company-specific corporate event.

What restricted stock units (RSUs) does Stewart R. Massey hold in INOD?

Massey holds 3,943 Innodata restricted stock units. These RSUs will vest 100% on the earlier of June 5, 2026, or the date of Innodata’s 2026 annual meeting and will be settled in shares of common stock when they vest.