Innodata CEO sells 38,056 shares after option exercise

INNODATA INC CEO Jack Abuhoff reported an exercise-and-sell transaction in company stock.

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Rhea-AI Filing Summary

INNODATA INC CEO Jack Abuhoff reported an exercise-and-sell transaction in company stock. On May 22, 2026, he sold a total of 38,056 shares of common stock in open-market transactions, including 1,300 shares at $101.07 per share and 36,756 shares at $100.37 per share.

On the same date, he exercised stock options for 38,056 shares of common stock at an exercise price of $4.99 per share. A footnote states the sales were made as part of his long-term financial planning, including retirement and portfolio diversification. Another footnote notes his holdings include 140,098 restricted stock units that will vest in installments between December 20, 2026 and December 31, 2028, to be settled in Innodata common stock upon vesting.

Insider Trade Summary

Exercise and Sale: 38,056 shares ($3.63M approx. pre-tax spread)

Exercise and Sale 4 txns

Insider ABUHOFF JACK

Role CEO

Sold 38,056 shs ($3.82M)

Approx. gross sale proceeds $3.82M

Approx. exercise cost $190K

Approx. pre-tax spread $3.63M

Type	Security	Shares	Price	Value
Exercise	Stock Option (Right to Buy)	38,056	$0.00	$0.00
Exercise	Common Stock	38,056	$4.99	$190K
Sale	Common Stock	36,756	$100.37	$3.69M
Sale	Common Stock	1,300	$101.07	$131K

Holdings After Transaction: Stock Option (Right to Buy) — 105,586 contracts (Direct); Common Stock — 1,340,456 shares (Direct)

Footnotes (5)

F1. 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.
F2. 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.
F3. This transaction was executed in multiple trading prices ranging from $100 to $100.96. 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.
F4. This transaction was executed in multiple trading prices ranging from $101 to $101.26. 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.
F5. This stock option became fully vested and exercisable on January 1, 2025.

Key Figures

Shares sold: 38,056 shares Sale price 1: $101.07 per share Sale price 2: $100.37 per share +5 more

8 metrics

Shares sold 38,056 shares Total common shares sold on May 22, 2026

Sale price 1 $101.07 per share Weighted average price for 1,300 shares sold

Sale price 2 $100.37 per share Weighted average price for 36,756 shares sold

Options exercised 38,056 shares Common shares acquired via option exercise

Option exercise price $4.99 per share Exercise price of Stock Option (Right to Buy)

RSUs outstanding 140,098 units Restricted stock units included in holdings

RSU vesting period start December 20, 2026 First vesting installment date for RSUs

Option expiration 2032-03-09 Expiration date of the exercised stock option grant

Key Terms

restricted stock units ("RSUs"), Stock Option (Right to Buy), weighted average sale price, open-market sale, +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.

Stock Option (Right to Buy) financial

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

weighted average sale price financial

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

open-market sale financial

"transaction_action": "open-market sale""

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.

portfolio diversification financial

"including for retirement and portfolio diversification purposes."

Portfolio diversification is the practice of spreading an investor’s money across different kinds of investments—such as stocks, bonds, cash, sectors, or regions—so that poor performance in one area is partly offset by better performance in others. It matters because like not putting all your eggs in one basket, diversification reduces the chance that a single bad outcome will wipe out your savings and helps smooth returns over time.

FAQ

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What did Innodata (INOD) CEO Jack Abuhoff report in this Form 4?

Innodata CEO Jack Abuhoff reported an option exercise and related stock sales. He exercised options for 38,056 common shares at $4.99 and sold 38,056 shares in open-market transactions, as part of long-term financial planning for retirement and portfolio diversification.

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

Jack Abuhoff sold 38,056 Innodata common shares. This included 1,300 shares at a weighted average price of $101.07 and 36,756 shares at a weighted average price of $100.37, with executions across multiple trades within those stated price ranges.

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

He exercised stock options covering 38,056 shares of Innodata common stock. The options carried an exercise price of $4.99 per share and are described as a Stock Option (Right to Buy), which had become fully vested and exercisable on January 1, 2025, according to the footnotes.

Does Innodata (INOD) CEO Jack Abuhoff still hold equity awards after these transactions?

Yes. A footnote states his holdings include 140,098 restricted stock units. These RSUs vest in installments between December 20, 2026 and December 31, 2028 and will be settled into shares of Innodata common stock as each tranche vests, adding to his future equity exposure.

What reason was given for the Innodata (INOD) CEO’s stock sales?

The filing explains that the share sales were part of Jack Abuhoff’s long-term financial planning. The footnote cites retirement and portfolio diversification purposes, indicating the transactions were related to personal financial management rather than described as short-term trading activity.

How were the Innodata (INOD) CEO’s sale prices reported in this Form 4?

Each sale line reports a weighted average price because trades occurred at multiple prices. One sale ranged from $100 to $100.96 with a weighted average of $100.37, and another ranged from $101 to $101.26 with a weighted average of $101.07, as described in the footnotes.

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Accepted by SEC EDGAR 05/26/2026 - 06:50 PM

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)
05/22/2026

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	05/22/2026		M		38,056	A	$4.99	1,378,512⁽¹⁾	D
Common Stock	05/22/2026		S		36,756⁽²⁾	D	$100.37⁽³⁾	1,341,756⁽¹⁾	D
Common Stock	05/22/2026		S		1,300⁽²⁾	D	$101.07⁽⁴⁾	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)
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)
Stock Option (Right to Buy)	$4.99	05/22/2026		M			38,056	⁽⁵⁾	03/09/2032	Common Stock	38,056	$0	105,586	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 $100 to $100.96. 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 $101 to $101.26. 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 stock option became fully vested and exercisable on January 1, 2025.

	/s/ Amy Agress Attorney-in fact for Jack Abuhoff	05/26/2026
	** 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