Inseego (INSG) Insider Filing: Director RSUs Convert, Group Owned >10% Noted

Rhea-AI Filing Summary

Inseego Corp. (INSG) Form 4 shows Tavistock Holdings, Inc. and Joseph C. Lewis reporting equity changes on 09/12/2025. Tavistock received 9,427 restricted stock units (RSUs) granted to director James B. Avery that were fully vested at grant and convert one-for-one into common stock at no cash price, increasing Tavistock's directly reported common shares to 52,771. The filing also reports indirect holdings: Golden Harbor Ltd. holds 2,001,050 shares and Braslyn Ltd. holds 761,483, each of which Joseph C. Lewis is the sole indirect beneficial owner of; Tavistock disclaims beneficial ownership of those entity-held shares. The reporting persons note they may be members of a group owning more than 10% of outstanding common stock. The Form 4 is signed by representatives of Tavistock Holdings and by Joseph C. Lewis on 09/12/2025.

Positive

• 9,427 RSUs fully vested at grant and converted one-for-one into common stock, providing clear immediate ownership
• Transparent disclosure of indirect holdings through Golden Harbor Ltd. and Braslyn Ltd., with specific share counts

Negative

• Reporting persons may form a group owning >10% of outstanding common stock, which is a material ownership threshold
• Tavistock disclaims beneficial ownership of the large entity-held positions, creating potential complexity in ownership attribution

Insights

Securities Analyst

TL;DR: Small director RSU grant converted to 9,427 shares; combined entity holdings exceed 10% threshold.

The filing documents a grant of 9,427 RSUs to a director that were fully vested and converted one-for-one into common shares at no cash cost, increasing Tavistock Holdings' directly held shares to 52,771. Separately disclosed indirect holdings through Golden Harbor Ltd. (2,001,050 shares) and Braslyn Ltd. (761,483 shares) are attributed to Joseph C. Lewis as sole indirect owner. The group disclosure that the reporting persons "may be deemed" to own more than 10% is material for disclosure and proxy considerations, but the RSU grant itself is modest relative to the large indirect holdings documented.

Corporate Governance Expert

TL;DR: Transaction is routine equity compensation; notable for group beneficial ownership disclosure.

The action reflects routine board compensation via RSUs that were fully vested at grant and immediately convertible to common stock, resulting in a zero-price acquisition of 9,427 shares. Important governance detail: the filing clarifies multiple legal entities and indirect ownership ties to Joseph C. Lewis and includes a group ownership statement exceeding the 10% reporting threshold, which may affect filing obligations and related compliance disclosures.

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

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Tavistock Holdings, Inc.

(Last) (First) (Middle)

9350 CONROY WINDERMERE ROAD

(Street)

WINDERMERE FL 34786

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
INSEEGO CORP. [ INSG ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
09/12/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

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	09/12/2025		A		9,427(1)(2)	A	$0	52,771	D(3)
Common Stock								2,001,050	I	See footnote(4)
Common Stock								761,483	I	See footnote(5)

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

1. Name and Address of Reporting Person^*

Tavistock Holdings, Inc.

(Last) (First) (Middle)

9350 CONROY WINDERMERE ROAD

(Street)

WINDERMERE FL 34786

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

LEWIS JOSEPH

(Last) (First) (Middle)

C/O CAY HOUSE

EP TAYLOR DRIVE N7776, LYFORD CAY

(Street)

NEW PROVIDENCE, BAHAMAS

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

Explanation of Responses:

1. Reflects restricted stock units ("RSUs") granted to James B. Avery, a member of the issuer's board of directors. Mr. Avery is obligated to transfer any shares issued pursuant to any equity awards made to him by the issuer, or the economic benefits, to Tavistock Holdings, Inc. ("Tavistock Holdings"). Tavistock Holdings may be deemed the direct beneficial owner of the RSUs.

2. The RSUs, which were fully vested at the time of grant, convert into common stock on a one-for-one basis.

3. These securities are owned directly by Tavistock Holdings. Mr. Lewis is the sole indirect beneficial owner of Tavistock Holdings.

4. These securities are owned directly by Golden Harbor Ltd. ("Golden Harbor"). Mr. Lewis is the sole indirect beneficial owner of Golden Harbor. Tavistock Holdings disclaims beneficial ownership of these securities. The amount of securities beneficially owned by Golden Harbor following the reported transaction is corrected from that reported in a Form 4 filed on November 6, 2024, upon a transaction on that date.

5. These securities are owned directly by Braslyn Ltd. ("Braslyn"). Mr. Lewis is the sole indirect beneficial owner of Braslyn. Tavistock Holdings disclaims beneficial ownership of these securities.

Remarks:

The Reporting Persons may be deemed members of a group that beneficially owns more than 10% of the outstanding shares of the common stock, par value $0.001 (the "Common Stock") of the issuer.

	/s/ Nicholas F. Beucher III, By: Nicholas F. Beucher III, Vice President, Tavistock Holdings, Inc.	09/12/2025
	/s/ Joseph C. Lewis	09/12/2025
	** 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.

FAQ

What did the Form 4 filed for INSG on 09/12/2025 report?

The Form 4 reported a grant and conversion of 9,427 RSUs to common stock to Tavistock Holdings and disclosed indirect holdings of 2,001,050 and 761,483 shares through Golden Harbor Ltd. and Braslyn Ltd.

Who received the RSUs reported on the INSG Form 4?

The RSUs were granted to director James B. Avery, with economic benefits or shares transferred to Tavistock Holdings, Inc.

Did the RSUs require payment to convert to shares?

No. The RSUs were fully vested at grant and convert on a one-for-one basis into common stock at a $0 price as reported.

What indirect holdings were disclosed and who is the indirect owner?

The filing discloses 2,001,050 shares owned by Golden Harbor Ltd. and 761,483 shares owned by Braslyn Ltd.; Joseph C. Lewis is reported as the sole indirect beneficial owner of both entities.

Does the filing indicate any change to total ownership percentage?

The filing states the reporting persons "may be deemed" members of a group owning more than 10% of the issuer, but it does not provide a precise post-transaction ownership percentage.