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Inseego Insider Filing: Brian Miller Receives RSUs, Discloses 2.14M Indirect Stake

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Brian Miller, a director and 10% owner of Inseego Corp. (INSG), reported on Form 4 that he acquired 9,427 shares of common stock on 09/12/2025 via restricted stock units (RSUs) that settle 1-for-1 and are scheduled to vest on 09/10/2026. Following the transaction, Mr. Miller directly beneficially owns 9,427 shares and indirectly beneficially owns 2,143,769 shares through North Sound Trading, LP, of which he controls the general partner. The reported RSUs had an effective price of $0 per share on acquisition as they reflect grant settlement rights.

Positive

  • Insider alignment: Director received RSUs that vest in one year, tying compensation to future performance
  • Substantial indirect ownership: Mr. Miller is disclosed as having beneficial ownership of 2,143,769 shares via related entities, indicating meaningful insider stake
  • Clear disclosure: Filing explains the ownership chain and RSU vesting schedule

Negative

  • None.

Insights

TL;DR: Director received RSUs and retains large indirect stake, indicating continued insider ownership alignment.

The filing documents a standard equity grant through RSUs for compensation or retention, with vesting a year from grant date. The direct acquisition of 9,427 shares is modest relative to the indirect stake of 2,143,769 shares, which represents the material position disclosed. For investors, the key takeaway is stable insider alignment rather than a material change in control or liquidity. No cash purchase price is reported because these are RSUs that settle in shares.

TL;DR: Governance disclosure clarifies ownership chain and deputized director status for related entities.

The Form 4 explains the ownership structure: North Sound Trading directly holds the majority of disclosed shares and North Sound Management serves as its general partner, with Mr. Miller as sole shareholder of the management entity. The filing properly discloses indirect beneficial ownership and the deputization note clarifies why related entities may be treated as directors. Vesting terms for RSUs are explicit, supporting transparency on future dilution timing.

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).
1. Name and Address of Reporting Person*
Miller Brian

(Last) (First) (Middle)
115 EAST PUTNAM AVENUE

(Street)
GREENWICH CT 06830

(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)
X 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)
X Form filed by One Reporting Person
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 A(1) $0(1) 9,427 D
Common Stock 2,143,769 I See Footnote(2)
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. Represents restricted stock units ("RSUs") that settle for shares of common stock on a 1-for-1 basis. The RSUs are scheduled to vest on September 10, 2026.
2. The shares are owned directly by North Sound Trading, LP, a Delaware partnership ("North Sound Trading"). Mr. Miller is the sole shareholder of North Sound Management, Inc., a Delaware corporation ("North Sound Management"), which in turn is the general partner of North Sound Trading. Mr. Miller and North Sound Management may be deemed to indirectly own the shares directly owned by North Sound Trading. Each of North Sound Trading and North Sound Management may be deemed a director by deputization by virtue of their relationship with Mr. Miller, a director of the Issuer.
/s/ Brian Miller 09/19/2025
** 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 transaction did Brian Miller report on Form 4 for INSG?

He reported the acquisition of 9,427 common shares on 09/12/2025 via restricted stock units (RSUs).

When do the RSUs reported by Brian Miller vest?

The RSUs are scheduled to vest on 09/10/2026.

How many INSG shares does Brian Miller beneficially own after the transaction?

He directly owns 9,427 shares and indirectly beneficially owns 2,143,769 shares through North Sound Trading, LP.

Was there a purchase price paid for the RSUs in the Form 4?

The Form 4 reports a price of $0 for the RSUs, consistent with a compensation grant that settles in shares.

What is the relationship between Brian Miller, North Sound Management, and North Sound Trading?

North Sound Trading directly owns the shares; North Sound Management is the general partner of North Sound Trading and Mr. Miller is the sole shareholder of North Sound Management, leading to indirect beneficial ownership by Mr. Miller.
Inseego Corp

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165.84M
14.82M
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12.96%
Communication Equipment
Communications Equipment, Nec
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United States
SAN DIEGO