Innodata (NASDAQ: INOD) CEO sells 250K shares and exercises options

Rhea-AI Filing Summary

INNODATA INC CEO Jack Abuhoff reported a mix of option exercises and share sales. He exercised stock options for 250,000 shares of common stock at an exercise price of $4.99 per share, then sold 250,000 shares in open-market transactions.

The sales occurred on May 15 and May 18, 2026 at weighted average prices around $93–$96.69 per share, with trade-by-trade prices spanning that range. A footnote states the sales were part of his long-term financial planning, including retirement and portfolio diversification.

After these transactions, one line item shows Abuhoff holding 1,340,456 shares of common stock directly, and a footnote notes an additional 140,098 restricted stock units scheduled to vest in installments between December 2026 and December 2028, settling in Innodata common stock upon vesting.

Insights

Insider trading and compensation analyst

CEO executes exercise-and-sell plan, retains a large equity stake.

CEO Jack Abuhoff exercised stock options for 250,000 Innodata shares at an exercise price of $4.99, and sold 250,000 shares in open-market trades at weighted average prices in the $93–$96.69 range. The filing’s summary flags this as a net-sell pattern of 250,000 shares.

The transactions are characterized as part of his long-term financial planning for retirement and diversification, suggesting a portfolio-management motive rather than a company-specific signal. Importantly, Abuhoff still directly holds over 1.3 million shares, with one entry showing 1,340,456 shares after the reported trades.

A footnote also discloses 140,098 restricted stock units that will vest between December 2026 and December 2028, to be settled in common stock. Taken together, this looks like a sizable but not controlling liquidity event, with Abuhoff retaining a substantial ongoing equity interest in INNODATA INC, so the informational impact is moderate and best viewed as neutral.

Insider Trade Summary

Net Seller: 250,000 shares ($23,735,755)

Net Sell 11 txns

Insider ABUHOFF JACK

Role CEO

Sold 250,000 shs ($23.74M)

Type	Security	Shares	Price	Value
Exercise	Stock Option (Right to Buy)	150,000	$0.00	--
Exercise	Common Stock	150,000	$4.99	$749K
Sale	Common Stock	60,295	$93.59	$5.64M
Sale	Common Stock	43,289	$94.28	$4.08M
Sale	Common Stock	39,881	$95.36	$3.80M
Sale	Common Stock	6,535	$96.48	$630K
Exercise	Stock Option (Right to Buy)	100,000	$0.00	--
Exercise	Common Stock	100,000	$4.99	$499K
Sale	Common Stock	14,041	$94.88	$1.33M
Sale	Common Stock	76,142	$95.87	$7.30M
Sale	Common Stock	9,817	$96.36	$946K

Holdings After Transaction: Stock Option (Right to Buy) — 446,442 shares (Direct, null); Common Stock — 1,490,456 shares (Direct, null)

Footnotes (1)

1. Includes 140,098 restricted stock units ("RSUs"). 40,000 will vest in two equal installments on December 20, 2026 and December 20, 2027, and 100,098 will vest in three equal installments on December 31, 2026, December 31, 2027 and December 31, 2028. The RSUs will be settled into shares of Innodata Inc.'s common stock upon vesting. The sale of the shares reported in Column 4 was made as part of the reporting person's long-term financial planning, including for retirement and portfolio diversification purposes. This transaction was executed in multiple trading prices ranging from $94.22 to $95.21. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected. This transaction was executed in multiple trading prices ranging from $95.22 to $96.20. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected. This transaction was executed in multiple trading prices ranging from $96.23 to $96.69. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected. This transaction was executed in multiple trading prices ranging from $93 to $93.99. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected. This transaction was executed in multiple trading prices ranging from $94 to $94.98. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected. This transaction was executed in multiple trading prices ranging from $95 to $95.98. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected. This transaction was executed in multiple trading prices ranging from $96 to $96.65. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected. This stock option became fully vested and exercisable on January 1, 2025.

Key Figures

Shares sold: 250,000 shares Options exercised: 250,000 shares Option exercise price: $4.99 per share +3 more

6 metrics

Shares sold 250,000 shares Total common stock sold in open-market transactions, May 2026

Options exercised 250,000 shares Stock options converted into common stock

Option exercise price $4.99 per share Exercise price for 250,000 stock options

Sale price range $93.00–$96.69 per share Price ranges across multiple trades on May 15 and 18, 2026

Direct holdings after trades 1,340,456 shares One reported post-transaction common stock balance

Restricted stock units 140,098 RSUs RSUs vesting between December 2026 and December 2028

Key Terms

restricted stock units ("RSUs"), weighted average sale price, Stock Option (Right to Buy), long-term financial planning, +1 more

5 terms

restricted stock units ("RSUs") financial

"Includes 140,098 restricted stock units ("RSUs"). 40,000 will vest in two equal installments..."

Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.

weighted average sale price financial

"The price reported above reflects the weighted average sale price."

Stock Option (Right to Buy) financial

"security_title": "Stock Option (Right to Buy)""

long-term financial planning financial

"The sale of the shares ... was made as part of the reporting person's long-term financial planning..."

derivative exercise/conversion financial

"transaction_action": "derivative exercise/conversion""

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^*

ABUHOFF JACK

(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
X	Officer (give title below)		Other (specify below)
	CEO

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		M		100,000	A	$4.99	1,440,456(1)	D
Common Stock	05/15/2026		S		14,041(2)	D	$94.88(3)	1,426,415(1)	D
Common Stock	05/15/2026		S		76,142(2)	D	$95.87(4)	1,350,273(1)	D
Common Stock	05/15/2026		S		9,817(2)	D	$96.36(5)	1,340,456(1)	D
Common Stock	05/18/2026		M		150,000	A	$4.99	1,490,456(1)	D
Common Stock	05/18/2026		S		60,295(2)	D	$93.59(6)	1,430,161(1)	D
Common Stock	05/18/2026		S		43,289(2)	D	$94.28(7)	1,386,872(1)	D
Common Stock	05/18/2026		S		39,881(2)	D	$95.36(8)	1,346,991(1)	D
Common Stock	05/18/2026		S		6,535(2)	D	$96.48(9)	1,340,456(1)	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
Stock Option (Right to Buy)	$4.99	05/15/2026		M			100,000	(10)	03/09/2032	Common Stock	100,000	$0	596,442	D
Stock Option (Right to Buy)	$4.99	05/18/2026		M			150,000	(10)	03/09/2032	Common Stock	150,000	$0	446,442	D

Explanation of Responses:

1. Includes 140,098 restricted stock units ("RSUs"). 40,000 will vest in two equal installments on December 20, 2026 and December 20, 2027, and 100,098 will vest in three equal installments on December 31, 2026, December 31, 2027 and December 31, 2028. The RSUs will be settled into shares of Innodata Inc.'s common stock upon vesting.

2. The sale of the shares reported in Column 4 was made as part of the reporting person's long-term financial planning, including for retirement and portfolio diversification purposes.

3. This transaction was executed in multiple trading prices ranging from $94.22 to $95.21. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

4. This transaction was executed in multiple trading prices ranging from $95.22 to $96.20. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

5. This transaction was executed in multiple trading prices ranging from $96.23 to $96.69. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

6. This transaction was executed in multiple trading prices ranging from $93 to $93.99. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

7. This transaction was executed in multiple trading prices ranging from $94 to $94.98. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

8. This transaction was executed in multiple trading prices ranging from $95 to $95.98. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

9. This transaction was executed in multiple trading prices ranging from $96 to $96.65. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

10. This stock option became fully vested and exercisable on January 1, 2025.

	/s/ Amy Agress Attorney-in fact for Jack Abuhoff	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 did Innodata (INOD) CEO Jack Abuhoff report in this Form 4?

CEO Jack Abuhoff reported exercising 250,000 stock options and selling 250,000 Innodata common shares. The sales were open-market transactions at weighted average prices between about $93 and $96.69 per share over two trading days in May 2026.

How many Innodata (INOD) shares did the CEO sell, and at what prices?

Jack Abuhoff sold a total of 250,000 Innodata common shares. The weighted average sale prices ranged from about $93.00 to $96.69 per share, with multiple trades executed within those price bands across May 15 and May 18, 2026.

What stock options did the Innodata (INOD) CEO exercise in this filing?

Abuhoff exercised stock options covering 250,000 Innodata common shares at an exercise price of $4.99 per share. These options were fully vested and exercisable, and the exercise is classified as a derivative exercise/conversion in the Form 4 transaction data.

How many Innodata (INOD) shares does the CEO hold after these transactions?

Following the reported trades, one Form 4 line shows Jack Abuhoff holding 1,340,456 Innodata common shares directly. This reflects his remaining direct equity stake after the 250,000-share open-market sales and the exercise of 250,000 stock options.

Does the Innodata (INOD) CEO have additional equity through RSUs?

Yes. A footnote states Abuhoff holds 140,098 restricted stock units. Of these, 40,000 vest in two installments on December 20, 2026 and 2027, and 100,098 vest in three installments on December 31, 2026, 2027 and 2028, settling in common stock.

What reason is given for the Innodata (INOD) CEO’s share sales?

The Form 4 footnote explains the sales were part of Jack Abuhoff’s long-term financial planning. It specifically cites retirement and portfolio diversification purposes, indicating the transactions are framed as personal financial management rather than tied to a specific company event.